SpiderWoman 2
by Shade Penn
Summary: Sequel to the first. After a year from the events of the first movie, Perenna Parker is growing increasingly worried about Harry, not to mention hearing about M.J's engagement. Perenna also decides to give dating a try, with a guy.
1. Chapter 1

A/N: This is the second movie installment, and once again, I own nothing. Characters belong to Stan Lee and Marvel.

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><p>Perenna Parker rode up on an old Kawasaki; the engine puttering and coughing. She knew it was going to keel over an day now, a hotbox with the Mineo's pizza logo on it. He leapt off the Kawasaki and ran into the pizzeria as her pager beeped.<p>

She hurtled to the front counter, frantic and out of breath as she yanked the pager out of her pocket. "Sorry! Mr. Aziz, I'm sorry."

Mr. Aziz, the store owner, hung up the phone and the pager topped beeping. "Twenty-one minutes ago, in comes an order from the high-quality law firm of Foehn, Harmattan & Buran for seventeen extra deep-dish pizzas. In eight minutes, I am defaulting on the Mineo's twenty-nine minute guarantee." He started and Perenna glanced over at the numerous banners proclaiming the same thing. "Then not only will I be receiving no money for these pizzas, I will lose the customer forever to Pizza Yurt. And they are killing me already."

"Why did you send Salim?" Perenna asked.

"Salim was deported yesterday. I have no hope but you. You must make it in time." Mr. Aziz said shoving the pizzas at Perenna, stacking them in her arms until her face is covered up by the boxes in height. "You are a nice young woman, Perenna, but you are not dependable. This is the last chance I can give you. You must cross forty-two blocks in seven and one half minutes. Or your ass is to be fired."

Perenna checked the clock in the store and it read 5:44 pm. Seem her stop to the Bugle to drop off her pictures was going to be a short one. She ran out to her bike, and dumped the hotbox and she climbed on it. She kicked it, but nothing happened. Feeling somewhat incredulous, she kicked it again. "I don't believe this!" she yelled. She kicked it one last time and it sputtered to life, and she was off.

The wind whipped around her face as she raced down the street. She halted suddenly and checked her watch. 5:47. She sighed heavily as she saw that a van collided with a Town Car, the drivers on the street shouting and threatening each other. The passenger of the car got out too and the three men came to blows.

Perenna shook her head and hopped her bike onto the sidewalk. Only a second later did she realize what a mistake it was. Perenna saw an old lady in a wheel chair and hit the brakes, swerving to avoid the lady. She kicked wildly at the starter as the bike stalled. She glanced at her watch again. 5:48.

Perenna leapt off the bike and with a mighty heave, she wrenched the hotbox right off the back of the motorcycle, snapping bolts and twisting the metal of the bike. She quickly looked around before ducking into an alley.

She swung out of the alley after shedding her clothes to reveal her costume and put her mask on; she really to find a better transport than stuffing her clothes into the hotbox. Not in the pizzas of course. She had the hotbox under her left arm and was forced to swing one-handed. Her destination is the Woolworth building, but her spider senses tingle as she looked down and saw two boys chasing each other and a basketball into the street, and don't notice the car coming at them.

Spider-Woman heaved the box away as it arcs heavenward and with both hands now free, she shot a strand of web and a lasso of web encircles the boys and yanks to the opposite side of the street and set them on their feet. The car passed them, horn honking and the boy are looking daze, one of the them catching the ball as a red and blue blur shot passed them and they look up into the sky.

Spider-Woman caught up to the hotbox as it rapidly moved earthward and snagged it with a web and dragged it back up. She saw the Woolworth building looming ahead and snagged its pinnacle, and arcs around it, circling in.

Spider-Woman came in through a window and when she saw that no one was near, he quickly put her clothes back on, took her mask off, and rushed into the office out of breath, her hair still looking dishevelled and wearing a big grin. "Pizza time!" Perenna chimed as she put the pizzas on the desk.

The receptionist though stared at her, then at the pizzas, disgust showing on their face. Perenna looked down and sees there's a glob of webbing on the top box. She wiped it away sheepishly. "Sorry."

A

After retrieving her Kawasaki, Perenna headed back to Mineo's Pizza and strutted in with a grin. "Mr. Aziz! I'm back-I-"

Mr. Aziz whirled around from behind the counter. "You are fired, that is what you are. The pizzas arrived three minutes late! Perenna, the twenty-nine minute guarantee is a promise. I know a promise means nothing to you, but to me it is serious."

Perenna winced. "It's serious to me too, Mr. Aziz. Honestly. Please, I need this job, please give me another chance.

Mr. Aziz shook his head and Perenna gave up. Maybe she could still sell her pictures at the Bugle. That was worth a shot.

A

"Parker, you're fired!"

Perenna tried not to scowl as her stack of photos are tossed back at her. She thinks there very nice, even maybe a little too nice.

"Dogs catching Frisbees in the park…some fat old geezer playing chess…autumn leaves." Jameson continued.

"I was thinking maybe the Bugle could shoe another side of New York for a change-" Perenna tried to explain.

"Parker, if I believed for one second those pictures were an accurate reflection of this town, I'd hang myself from the top of the Chrysler Building." Jameson retorted. "I don't pay you to be a sensitive artist! I pay you because for some reason that psycho Spider-Woman will pose for you."

"Well, it's like I told, Mr. Jameson. Spider-Woman won't let me take anymore pictures of her. She says you only use them to slander her, and try to turn the whole city against her." Perenna explained as calmly as she could.

"A fact I'm very proud of!" Jameson boasted. "Having that lunatic around has weakened the moral fibre of New York! The police are demoralized! The citizens lazy! Now get your pretty little "portfolio" out of my face before I go into a diabetic coma!"

"Mr. Jameson, please. You can't fire me. Even working two-worked-jobs I can barely make tuition, and Aunt May's social security doesn't amount to…" Perenna trailed off as Jameson mimes tying a noose around his neck, threw his head back, and thrusts his tongue from his mouth. Perenna folded.

Though she felt very annoyed. "What is-all right, what if I did have a shot of Spider-Woman?" she questioned as she reached into her backpack and took out a manila folder. She slide out a fantastic shot of Spider-Woman saving a nun from an oncoming meat truck.

Jameson eyed the photo hungrily. "It stinks. I'll give you three hundred."

He reached for it, but Perenna snatched it back. "No. there's no way I can sell you this shot...until you agree to run more balanced coverage of Spider-Woman."

"I take my journalistic responsibility to present balanced coverage very seriously Parker, you know that. Fine. I'll give you four. I'll nominate you for a goddamn medal, Parker. You have my word."

"Five." Perenna countered.

"That's outrageous." Jameson said. "Done." Perenna let go of the photo and has a sinking feeling that she just made a very big mistake. "All right, you've wasted enough of my precious time, Parker. Get lost."

"Time. Right." Perenna nodded and exited the office. She took the slip over to the receptionist Betty Brant and hoped against hope that this covered the advance she had asked for. She failed to notice the blond standing nearby though.

"Hey Perry." Betty said.

Perenna smiled. "Hello Betty, is this enough to cover my advance?"

Betty took the offered slip of paper and Perenna held her breath. After a moment, Betty nodded. "Lucky you didn't ask for much, huh?"

"You have no idea." Perenna said letting out her breath. She walked away with putting her check in her pocket and checking her watch. 6:25. Perenna walked into the elevator and the door was about to close when a hand stopped it and the blond from the office stepped in.

Perenna felt distinctly uncomfortable as she tried to look at anything other than the person standing next to her. She had only met Eddie Brock _twice_ in the year she had been work-er _freelancing_ for the Bugle, and on _both_ occasions he had always looked at her weirdly. It actually reminded her of the way Harry had looked at her after her 'change.'

What was with that anyway?

"So, you doing anything?"

Now it was Perenna's turn to stare. Did he just…? No, she must have misheard that's all. After all, she couldn't get a date to save her life. But that had been _before_ her 'change' hadn't it? And that was with the same gender. Things were different now, right? Part of life was too experiment, yeah? She should still make sure though.

"Excuse me?"

Brock looked faintly annoyed. "I said; are you doing anything?"

"I know what you said," Perenna stated, "what I want to know is _why."_

"You're kidding, right?" Brock questioned with a look of disbelief. Perenna's answer was only an owlish blink. Muttering under his breath about "denseness," he restated his question. "Would you like to get something to eat?"

"Oh." Perenna replied. Now she felt conflicted, but if M.J could move on, so could she. Though that ache in her heart would always be there. Still, maybe spending time with the opposite gender-besides Harry-would do her some good. If only some. "Uh, sure."

The elevator dinged as it reached the bottom floor and Perenna stepped out and follwed Brock out the doors, a slight look of apprehension coming over her face. Whether or not this was a 'real' date, she was still nervous as hell.


	2. Chapter 2

As Perenna passed her Kawasaki, she briefly considered bringing it along, but thought better of it. She could leave it here and it would _still_ be in the same spot when she came around tomorrow; if here luck with it was anything to go by. She'll just get a cab. She has enough money for _that_ anyway.

So she left it where it was.

Perenna almost jumped out of her skin when she felt a hand tug hers. Though since her spider-sense didn't go off, she reframed from doing so. Perenna looked at Brock as he steered her away from the tabloid building. "Where are we going?"

"To eat." Brock said giving her a passing, but lingering glance.

"I know that." Perenna said rolling her eyes, but she smiled regardless at him. "What I meant was, _where_ are we going to eat?"

"Just down the street. Why so worried?" Brock asked.

Perenna shook her head. "I'm not worried; it's just that my roommate…tends to…" she searched for a light way of saying what she wanted to say, "flip, if I'm not back by 7:00."

"What is she, your mom?" Brock questioned smirking.

"Not she, _he."_ Perenna corrected.

"Your roommate's a guy?" The question was breezy enough, but Perenna felt the hand around her clench tighter by just a bit.

_'Tread carefully._' She thought as she tried to figure out how to answer the inquiry. "Yes, he is. He's my best friend from high school. Besides, he's more like my brother really. So, sorta protective." She explained.

The grip lessened on her hand.

The walk didn't take long, and Perenna looked around the diner, taking in the quaint air and they went to a booth. Brock let go of her hand to let her sit on the opposite side of the booth. When the waiter came over, he looked very surprised, but merely gestured to their menus. "Your order?"

"A burger, fries and Pepsi." Perenna said.

"I'll have what she's having." Brock said smirking and Perenna's face flushed red.

The waiter nodded and after writing the orders down, he went back to the counter.

Once the waiter was gone, Brock looked back at Perenna. "So, you ever had a boyfriend before?"

Perenna blinked, honestly thinking she never had to answer that question before. Guess she was wrong. "Uh, no." she shrugged lamely.

"Really, pretty girl like you has never had a boyfriend before?" Brock questioned.

Perenna shook her head. "No one was ever interested in me like that."

Brock looked skeptical, but didn't push it as he changed the subject. "You know, before you came along, I was never able to get a picture of Spider-Woman. I gotta know, how'd you do it?"

Perenna shrugged again. "Um, right place at the wrong time I guess."

Their conversation was cut short by their food arriving. They ate with mildly chit-chat in between bites of their food, and by the time they were finished, Perenna checked her watch again. 7:17. She choked and coughed into her jacket sleeve as she checked the time again. _'Oh, crap.'_ She thought, knowing Harry was probably having a fit because she wasn't back yet.

"Sorry, Eddie, but I've gotta go." She said getting up from her seat and placing a twenty on the table.

Brock though grabbed her arm and stopped her from leaving. "Wait, I'll take you home."

Perenna shook her head. "No, I'll just take a cab."

"No, I mean it, let me take you home." Brock insisted.

Perenna bit her lip slightly and finally nodded. "Alright."

* * *

><p>The cab stopped just out her apartment building and Perenna was very surprised when Brock walked her into the lobby. "Uh, thanks for taking me to dinner." She said nervously and Brock smirked. He leaned in, but Perenna's spider-sense went off as a shadow loomed over her.<p>

Perenna moved back and grabbed the wrist of large man and flipped him over her shoulder; the guy being slammed into the ground. She saw with some confusion that it was a security guard.

"Christ, I think you broke my tailbone!" The man shouted.

Brock looked half-surprised and half-impressed. "Where'd you learn to do that?"

"Uh, self-defence?" Perenna offered and looked down at the man. "I'm so sorry, I-"

"I was only going to ask you for your I.D!" The guard shouted.

Perenna blinked. "My I.D? Since when-" she broke off her own sentence and shook her head. _'Harry_.' She thought and looked over at Brock. "Had a nice time, but I gotta head up."

"Maybe we could do this again?" Brock questioned.

Perenna couldn't help but stare. He wanted to do this _again?_ "Uh, sure." She answered with some uncertainty. The blond kissed her cheek quickly before heading out the door.

Perenna touched her cheek for a moment before heading to the elevator. She impatiently waited and when the 'ding' came, she rushed into the hall and to her and Harry's apartment. She did a double take. Where the hell was the key hole? And why the hell was there a card holder instead?

The door flew open and Harry stood there. "Where the hell have you been? What the hell did you do to my security guard? And who the hell was the guy that kissed you?"

Perenna blinked in shock. Did he have camera installed in the lobby or what? "I was at dinner. The security guy just surprised me. And 'that guy' was Eddie Brock, another photographer at the Bugle." She said without pausing. Then she changed the subject. "What 's with the security anyway? Someone threaten you?"

"You're kidding, right? Perry, I'm lucky Spider-Woman hasn't killed me already! She knows I'll spend every last dime I have to take her down." Harry stated.

Perenna furrowed her brow. "Harry. I'm really starting to get worried about you. You've gotten kinda…" she watched her roommate take out a hybrid PDA/remote from his pocket and tapped some buttons. Titanium bars slid across the windows, steel shutters come down, laser trip spin a glowing web across the floor of the living room, and another beam comes down from the ceiling and performed a retinal scan of Perenna, who flinched in surprise. "…paranoid."

Harry held up the screen of his super-Palm. It read confirmed: Parker Perenna. "I guess you're who you say you are."

"Please just tell me you didn't put a security camera in the bathroom, cause if you did, I'll swear I'll punch you." Perenna growled the last part.

Harry tapped, and all the barriers retract; and the beams die. He gets right in Perenna's face, trying to be funny, but with a weird intensity. "You could save me a lot of money and trouble if you just tell me how you always manage to find the girl."

Perenna's face screwed up slightly at the question and she decided to give him the answer she gave Brock. "Right time, wrong place, I guess."

Harry stared at her face, searching it. He looks like he can't believe what she just told him. Perenna met his gaze just as steadily as she did with Brock and Harry backed off. "That's fine. No I'm serious."

"If you're sure." Perenna said uneasily.

"I am." Harry said and tossed two tickets onto the table. "Here are those tickets you wanted. That Octavius guy is at Columbia. Have fun."

Perenna read the tickets; THE ANANSI PROJECT: AN INTERIM REPORT. PROFESSOR OTTO OCTAVIUS. DAVIS AUDITORIUM. 5PM. "Octavius! He is the god of arachnid biomimetics. Harry, I know you're mad at me, but come on! You can't miss this!" she said seriously.

Harry ended up cracking a smile at her expression. "Lord have mercy on my soul."

"You said you'd introduce me to him!" Perenna stated.

"Yeah, well, there's a difference between saying something and promising it!" Harry snapped. "Like how you promised to help me get Spider-Woman!" he let a deep sigh. "Fine, I keep my word at least."

"Great, I'll try to be back here by quarter to five tomorrow." Perenna replied.

"Oh, and there's a message for you. Didn't feel like picking it up." Harry replied.

Perenna went over to the machine and pressed play. She was mildly surprised to hear M.J's voice on the answering machine.

"Hello. This is Mary Jane Watson, star of the Broadway stage." She said and sounded nervous. "You guys, I'm so nervous!"

Perenna looked at her watch. "Hmm. Geez, I only got 30 minutes to get to the theatre by 8."

"Didn't you already see that lame show of hers?" Harry questioned.

"Twice." Perenna replied.

"Christ, Perry, I know you're her girlfriend and all, but that's above and beyond." Harry replied.

"Hey!" Perenna scolded. "Tonight she's playing the lead! She's, you know, the understudy."

"What, did she poison the leading lady?" Harry asked.

"Shut up." Perenna snapped. "And I'm not her girlfriend. Not like that anyway." She added before walking back out of the building and down the lobby.

Perenna ducked onto the sidewalk and hailed a cab. She got in and told the driver to head to Broadway. She checked her watch and when the cab arrived at the theatre, she got out and heard a screeching car behind her and looked back in time to see an incoming car. She jumped and the car ran under her. When she landed, she saw what looked to be a pre-teen looking at her in awe.

"How'd you do that?" he asked.

Perenna rubbed her head. "Work out, plenty of rest. You know, eat your green vegetables."

"That's what my mom is always saying. I just never actually believed her." The kid said.

Perenna shrugged and ran up ahead. She ducked into an alleyway and took off her clothes, revealing her Spider-Woman outfit and remembered to come back for them. She jumped up and swung up ahead of the car, where she made an intricate web for the car to crash into.

The car sped and she scowled to herself it when by. She jumped on it and smashed her fist through the windshield. "Surprise!" she yelled and pulled the two thieves out and tossed them up, webbing them up to a lamppost. She crawled into the car and hit the brake.

She sighed in relief as she got out of the car and swung back to the alley she put her clothes in and quickly changed back into her street clothes. She tore into the lobby but the usher stopped her.

"Shoe lace." He said. "You might want to."

"Oh." Perenna said and tied up her shoe.

"Can I help you?" The usher asked.

"Yeah, I've come to see the show." Perenna replied.

"You can't go in there. Nobody can once the performance has begun." He explained. He pointed to a sign that confirmed this.

"But I-" Perenna tried, but the usher cut her off.

"It's to help maintain the illusion." He said.

"I understand. But I have to get in there." Perenna stated. "Mary Jane Watson is a friend of mine."

"And as far as I can tell, she is a very nice young lady." The usher said. "But nobody can go in once the performance has begun. You can go in at intermission."

"When's that?" Perenna asked.

The usher looked at his watch. "About forty-two minutes from now."

Perenna sighed again and looked over at M.J's cast headshot on the wall by the front doors. Perenna stared at the picture, just looking amazed by how pretty M.J looked when her spider-sense tingled again and she heard the familiar squeal of tires. '_Not again_.' She thought her eye twitching slightly.

She ducked back out the door and saw a car flashing through the intersection of 45th and Ninth, driving way to fast. Perenna looked at the theatre, then at her watch, then back to the avenue. "It's not your problem, Perry. It's the police's problem. It's not your problem."

But her sense of right and wrong kicked in and she ran back out of the theatre and into the alley, once again ditching her clothing and swinging after the cars.

She saw that the car was a rag top, with two guys in the back with machine guns. She scowled to herself. Like she wasn't expecting that at all. Spider-Woman gracefully dodged the gun fire and snagged both the shooters, tying them to the lamppost like she did with the other guys previously for the police.

Spider-Woman turned her attention to catching the driver and with a swing and a jump, she landed on the car. She moved around the roof to avoid being shot at through the roof. She eventually crawled under the car, and came up the side, webbing the guys hand gun out of his hand.

Spider-Woman saw a construction site dumpster coming up fast and pulled the guy out through the window and shot out a web to the beam above them before the car crashed into the dumpster and exploded.

Spider-Woman saw two police men running over and lowered the crook down to them on a web line, head first. The two cops grab him and cuff him; one leading him away while the other looked up at her.

"There's no way I can not arrest you for that." The second officer said.

"Duly noted." Spider-Woman replied and fired off another web to head back uptown.

"It's a lot safer in jail, Spider-Woman!" The cop yelled after her.

* * *

><p>Spider-Woman was swinging back to the theatre on Ninth Avenue when her spider-sense tingled and her head snapped left. Atop a building nearby and saw the flash of a sniper's rifle. The next instant, a shit rang out and a bullet snipped the web line in two. Spider-Woman barely had time to do more than gasp as she fell out of the sky and plummeted to the ground.<p>

She fire a web at the billboard she passed to stop her descent, but the web pulled the entire top sheet of the billboard off in a single piece. Perenna fell the last four feet and managed to avoid serious damage by slamming her shoulder in the pavement.

She rubbed her shoulder as she stumbled to her feet. Two big bruisers rush her, one carrying a pair of heavy-duty handcuffs and they're on her. They're big alright, but Perenna handled them easily and looked up to scan the skies. It's finally quiet.

"Hey, look. It's the tem million dollar woman."

Or not. Wait, what?

Spider-Woman looked to see a crowd had gathered around her, most of them staring at her like hungry dogs.

"We get five, six guys together, we could take her. That's like, what, two million apiece. Come on." The guy from before continued.

But he doesn't step forward, no one does. Then a little kid came up, looking twelve or thirteen. "You're in for it now." He said handing a copy of the Bugle to Spider-Woman.

She sees the picture she sold earlier the caption reading (Spider-Woman assaults nun!) and the headline read: WANTED-10,000,000 REWARD.

"Ten million dollars?" she shook her head. "I should arrest myself." She added before bounding right over the crowd and swinging off. "Give it your best shot, New York!"


	3. Chapter 3

Perenna came tearing back into the theatre lobby after changing back into her clothes and found it was ominously empty. She feels a cold weight settle in her stomach as she sees the usher standing there; the same one from before. "Tell me I didn't miss the intermission." She said quietly.

The usher just crossed his arms as a reply. Perenna felt her shoulders slump. She could see M.J after the show, but that would have just been worse than not showing up _during it_, wouldn't it? Either scenario didn't sound too good.

She wasn't a very good friend was she? Perenna left theatre and knew she'd have to do a lot of grovelling when she got home and called her. Perenna hailed another cab and went home.

When she paid the cabbie, she noticed the security guard had been switched out and she felt a twinge of guilt. This was why people shouldn't sneak up on her. She showed her I.D and was allowed to go to the elevator.

When she got to the apartment door, she realized one very important thing. _She didn't have a damn key card to get in_. She knocked on the door. "Harry? You still home?" she called nervously. She certainly hoped he was since he didn't wanna have to sneak into her own room.

She hears something going up and opened the door. Perenna saw Harry lying on the couch, watching a tape of Barbara Walters interviewing his father. Martini shaker and a little amber prescription bottle on the coffee table in front of him.

"I made martinis." He said.

"I see that." Perenna relied blankly. She saw on the screen that Norman Osborn was shedding a single shining tear. She raised a brow when she saw Harry crying too.

"That's the only time that man ever cried." He said.

Perenna let out a quiet sigh before taking a deep breath and sitting down beside him. Looks like that call to M.J will just have to wait.

"Have a drink. You look like you need one." Harry said.

"I probably could." Perenna agreed. "But no thanks." She pointed at the bottle of pills. "What are those?"

"Dinner. Courtesy of Dr. Chomsky." Harry replied.

"I'm sure he doesn't want you taking them with alcohol." Perenna stated.

"She." Harry corrected. "No, you're right. She'd probably be very disappointed in me." They sit and watch the tape of Norman Osborn. Now Norman is in his old in-control self again, telling Barbara Walters a story and Barbara is laughing. "Perry. Just tell me where to find her. Tell me where you meet her. That's all you need to do. I'll take care of the rest."

Perenna looked at him incredulously, but Harry was still looking at the screen. "I can't. She broke off contact with me. She said I've made it too dangerous for her. She almost got killed today."

"I know." Harry replied. "Who do you think put up the bounty?"

Onscreen, Norman Osborn is laughing now too. A strangely familiar laugh. His goblin grin reflected for a moment on his son's face, a mad glint of the TV in his eye as a cold chill came over Perenna.

"Bounty?" she exclaimed.

"I'm sorry, did I say bounty? I meant reward." Harry corrected.

"Harry, what you're talking about is-" Perenna tried to say but Harry cut her off.

"Murder? Maybe. People get murdered, Perry. My father. Your uncle. It happens." He said and the tape goes blank, filling his eyes with static.

Perenna felt uneasy as she got up. "I have to call M.J. Goodnight Harry." She murmured and grabbed the phone and headed up to her room. She tried to open the door, but noticed it too had a key card thing for it. "Harry, could you let me into my room please?"

Harry held up his remote and pressed a code. The door clicked. "There."

"Thanks." Perenna murmured and went in. She noticed though that her balcony window was also barred up. "What the hell." She muttered and shook her head. She sat down on her bed and dialed M.J's number.

No answer, but the machine came on. "Sing your song at the beep."

"Hi, M.J. this is Perry, I was on my way to your show, but, well, I really was planning on going. And… I know you predicted I'd disappoint you." Perenna tried to explain, then tried a different approach. "It's amazing, isn't it?" she laughed nervously. "How complicated a simple thing….like being someplace at 8 can become. Uh, actually though, I couldn't get in because of this obnoxious usher. Somebody has to talk to that usher, M.J." she prattled and lost her nerve as she hung up the phone. She put the phone on her nigh stand and looked down at the ground. _'Here's the truth, I'm Spider-Woman. How hard is it to say that?'_ she scolded herself.

Perenna shook her head and got changed before going to bed.

* * *

><p><em>Ring….ring…ring…<em>

Perenna groaned as she opened her eyes and saw the morning sunlight shining through the bars on her window and blearily reached for the phone she had left on the night stand. She rubbed her eyes as she hit the speak button. "Hello?"

"Perenna, it's Betty, Mr. Jameson wants you here right away."

Perenna looked at her watch she had also put on the night stand and groaned. "It's only 8. Does he now 'now?'"

"Yeah." Betty said and did sound apologetic.

"Alright." Perenna agreed. "Bye." she muttered and hung up the phone.

Perenna dragged herself out of bed and grabbed some clean clothes and headed to the bathroom. She looked around thoroughly just to make sure there _were no cameras_ in the bathroom.

* * *

><p>15 minutes later she came out of the bathroom wearing a tight short-sleeved purple shirt with her blue and red jacket on top, black jeans, and she left her hair down, having blow-dried it and had made sure her hairstyle didn't look too much like her alter-ego.<p>

Perenna found a key card on the table and it had a note on it saying it was hers to get into the apartment. She put it in her wallet and headed out the door.

When she got outside, she hailed a cab to take her to the Bugle. And just like she predicted, her old motorcycle was still in its spot, looking untouched. She got onto the elevator and when it dinged to her floor, she hurried over to Betty. "Hey, sorry I took so long."

"You better hurry." Betty advised and Perenna hurried into Jameson's office.

"Parker, where you been? Don't you pay your phone bill?" Jameson questioned and she really didn't have an answer. "You're fired." Perenna didn't react, this would be the third time in a week she's been 'fired.'

"Chief, the planetarium part." Robbie reminded him.

"You're un-fired. Come here." Jameson demanded and Perenna walked closer to the desk. "What do you know about high society?"

"Oh. Well, I…" Perenna trailed off.

"Don't answer that." Jameson said. "My society photographer got hit in the head by a polo ball. You're all I got. Big party for an American hero. My son, the astronaut."

"Could you pay me in advance?" Perenna asked.

"You serious? Pay you for what? Standing there?" Jameson questioned. "The planetarium, tomorrow night, 6pm. There's the door."

Perenna nodded her head in defeat, and headed out of the office door. She was about to go into the elevator when a hand grabbed her arm before she could. Her head snapped to the right and saw it was Brock. She calmed down immediately. "Oh, hi Eddie."

"Perry, you free tonight?" Brock questioned.

"Actually, at 5 I'm going somewhere with my roommate." Perenna replied. "But I'm free after 6." She added.

"Great, you wanna catch a movie then?" Brock asked.

Perenna blinked. "Uh, sure."

"I'll come get you at 6:30 then." The blond said and released the brunette's arm.

Perenna went into the elevator and checked her pack to make sure she had her books for classes.

* * *

><p>Perenna barely dodged a girl in the hall and saw Connors in the hall. "Dr. Connors. Sorry."<p>

"Where were you headed, Parker?" Connors asked.

"To your class." Perenna replied.

"My class is over. See me standing here?" Connors questioned.

_'Aw crap_.' Perenna thought. Why couldn't Jameson have bothered her when she _had_ free time? "I'm sorry. I'm trying. I wanna be here."

"Then be here." Connors retorted. "Look at you, Perenna. Your grades have been steadily declining. You're late for class. You always appear exhausted. Your paper on fusion is still overdue."

Perenna sighed. "I know."

"Remember, get it done, or I'm failing you." Connors replied and Perenna nodded.

She walked away and checked her watch. 10:15. She pursed her lips as she walked into the library and sat down. Know that she had nothing to do-well, that wasn't necessarily _true_ was it? She might as well get that paper done _now_ since she _had_ free time. A rare, sparse moment indeed.

"Hi Perry!"

Or not. Perenna looked up and saw her lab partner Gwen Stacy. "Hi Gwen."

"Where were you? I was completely lost today?" Gwen asked.

Perenna winced. "I was…trying to make ends meat. I got fired from my job."

Gwen sat down and took a pen from her bag and a piece of paper out. "Here, this is a great way to make money. I think you'll fit right in there."

Perenna looked at the address and blinked. "What is it? The place I mean?"

"A modeling agency." Gwen answered.

Perenna stared at her with some disbelief. "A model, me? I don't think I'm pretty enough to be a model."

"You are." Gwen insisted. "Well, if you're not sure still, just think about it then."

Perenna looked at the address again for a moment before nodding and putting it in her jacket pocket. "Sure then."

* * *

><p>Perenna looked around the Davis Auditorium, looking at all the researchers, reporters, and like her, people interested in this too. <em>'There are honestly a lot more people here than I expected.<em>' She thought in surprise.

Prof. Czernowitz was at the podium, speaking. "…as a doctoral candidate he was dazzling. Now I'm afrais he's left us mere mortals far behind. It's my great honor to present, director of the Anansi Project, winner of a National Science Medal, Dr. Otto Octavius."

The crowd applauded as Otto strode out, looking a lot younger than expected, wearing a long black Gaultier jacket, smiling. He and Czernowitz meet, a stiffness between them as Czernowitz looked intimidated.

"Frank."

"Otto."

They shake hands awkwardly, then Otto strode up to the podium, grinning self-mockingly. Behind him in a table, a violin and a bow. Piano to one side. "He told you I was "dazzling," but what he's too nice to bring up is what an insufferable little wretch I was." He said.

The crowd laughed and the light dimmed; spot on Otto. Behind him a large flatpanel monitor descends. As he talked, the display mirrored him, expanding and illustrating his words. "Biomimetics seeks to adapt for human use the technologies of other species. We poor humans have always envied our fellow creatures talents; soon we will share them." He explained and while Perenna was paying rapt attention, she saw Harry playing Tetris on his Palm Pilot. "My own researches have been into arachnid technology; adapting, the remarkable abilities of spiders, their web-spinning abilities, their astonishing, almost precognitive impulse control."

Harry saw how spell bound Perenna was and leaned over. "I will never understand this spider thing of yours?" Perenna didn't reply.

"We had some success with manipulating spider RNA. But it's in the area of octopedal locomotion that things are really getting exciting. The goal is to provide stable motion on every possible kind of terrain and superior manipulation at a distance." Otto stepped out from behind the podium. "You can't imagine the sheer number crunching might required to control and coordinate eight legs. Really tough. Actually, it was a chance visit to the Bronx Zoo that gave me the key insight." He walked over to the monitor, which displayed an octopus, along with a diagram of its nervous system.

"The octopus has the equivalent off a powerful processor in each leg, networked to the central unit in her brain." The display faded to a diagram of the Rig, eight legs networked to each other through and to the center. The center is empty; then a diagrammatic human operator appears." Otto explained. "Now, so far the capacity to control the full complement of eight legs is beyond our capacity. But we've been able to implement a similar system using:" Otto took a step forward and smiled a little coyly. Then from somewhere behind him a pair of glinting pseudopods snake out. The black stealth-bomber glint of superhard ceramic and the audience gasped. "Four!" he finished.

Harry sat up, and put his Palm Pilot away, while Perenna stared wide-eyed.

The 'pods hover over Otto's shoulder for a moment, undulant. "I call it a self-articulating network, but I'm afraid the name that had stuck is Otto's Octopus." One 'pod reached and tapped him on the shoulder. "Yes? Oh, thank you. It is a little warm in here."

The arms help him out of the jacket, and as it comes off, another pair of pseudopods is revealed. The audience went a little nuts. One 'pod took the violin; another took the bow. The next pair snaked out toward the piano. With his own two hands, he takes out a fat cigar and lit it up; puffing it contently.

The audience looked amazed, afraid, and half-suspecting that it was all a prank. Perenna just continued gazing with wonder.

The music broke off and the 'pods assume a configuration like a daddy long-legs, "toes" splayed against the dais, arching high into the air. Otto stood perfectly at ease among them, and one at a time, he raises and lowers each foot.

"Each one of my four assistants here is equipped with its own hundred teraflop processor." He continued and began to stride back and forth across the stage on his four dancing pseudopods. "Computer architecture so sophisticated and capable of learning it approaches consciousness." He said and sank back down onto the two lower 'pods. The upper ones snaking out around him. "At times I feel the Rig here has a life of its own."

The left upper pseudopod took a piece of paper from Otto's pocket and the right upper 'pod produced a pen and scrawled something across the paper. Then the 'pod with the paper slaps it across Otto's back. He turned around, as if confused, walking on the lower pseudopods. The sign saying GEEK! The audience laughed at this.

Otto, back to the audience, whirled his head around. "Given time, and a strong enough host…" he smiled ruefully. "…its systems and my own would actually begin to integrate with each other." The pseudopods rip away his shirt, revealing the Rig nestled right up against his spine, overlapping his own flesh. "Merging into one organism."

The audience looked shocked and even a little repulsed at the sight of the implants, then they applauded.

Perenna's eyes widened even more. "You have to introduce me to him!"

"Don't you have a date?" Harry questioned.

Perenna checked her watch. "I can make it." She assured him.

Back stage Otto lurched in on the pseudopods to a roar of applause from the hall. The 'pods telescope in and Otto fell to the floor, one 'pod remaining slightly extended. Otto's team crowded around him and dragged him over to the neural coupler unit and mount it around him.

The team leader twisted the Rig's latch, a dial with a glass tube at its heart, like a spirit level, with a single glowing bubble of air. He aligns the bubble with a mark and –WHAM-the 'pod lashed out and knocked the team leader aside.

Back up stage, the audience is still applauding, but Perenna's Spider-sense went off and she got up. "I'll meet you in the lobby."

"Where are you-" Harry started, but Perenna cut him off.

"Too much coffee." She said.

Backstage, the Rig is out of control, Otto hanging from it like a ragdoll. The pseudopods whip and buzzsaw, smashing light bulbs, scattering humans.

Spider-Woman suddenly leapt into the middle of the cyclone trying to reach Otto, but the 'pods feint and block. She fired a web snare at the 'pods; pinning them to the wall, but they break free and lash out, knocking Spider-Woman down.

Spider-Woman leapt up, firing a strand in either direction, and snagged the upper two 'pods and yanked them toward herself. She then tied them in a knot as they grind in protest, while keeping a grip on the knot she spun a thick cocoon around each of the lower ones, padding each out until it's a gently flailing cocoon. The Rig struggled for a moment, then powered down, Otto falling to the floor, the 'pods knotted across him.

Spider-Woman kneeled beside him and checked to make sure he was okay. She saw the team members hurry over with the coupler and Spider-Woman got out of the way. The team gets Otto in and the team leader twisted the latch.

The rig popped open and Otto fell out, his bare, muscular back is enhanced by four neural sockets and they roll him over. He opened his eyes and the irises seem to be leaking into the whites, creating a pinwheel design.

"Look at his eyes!" One assistant exclaimed.

"We're overdoing the endorphin push." Another assistant said.

"That's the symbiosis routines in the Rig. It's actually trying to reconfigure his optical functions." The team leader explained.

"Was I…fighting Spider-Woman?" he asked and everyone looked around, but Spider-Woman was already gone. Otto sat up and his team tried to help him. "I'm fine! Thank you. I'm fine. Now, get off me." He said standing up shakily and brushed off their helping hands.

"Otto, it was too long. You stayed in the Rig too long." The team leader explained.

"No, the problem is that I didn't stay in it long enough! My system never gets the chance to reach equilibrium with the Rig's!" Otto exclaimed and his team stared at him. He looked around and saw the broken light, the smashed curtain, the shattered chair, and sat down. "Maybe I stayed in the Rig too long, I don't know." They bring him a glass of water and a clean shirt; him accepting their ministrations. "Thank you. Thanks a lot, Teddy." He said and sounded concerned. "Are you all alright? I didn't hurt you?"

The team leader looked relieved. "I'm fine, chief."

* * *

><p>Like Harry had promised, he introduced Perenna to Otto and they shook hands, Otto looking a little frazzled, but basically fine. "Doesn't it hurt to be hacked into that thing?"<p>

"Actually, thanks to the endorphin boosters it feels very good. Coming out's a bitch." Otto replied.

"It's so great to meet you. And the Rig's pretty-cool." Perenna said smiling.

"Still one or two-" Otto twitched his head. "Kinks to work out. But basically sound."

"Actually, doctor, I was hoping to hear you talk about the superspider research." Perenna said.

"Ah. Well. Unfortunately we lost our funding for that project. I'm afraid it was rather poorly managed. And please…call me Otto. Any friend of Osborn's is my friend. The Rig's materials and kinetechnology is all OsCorp design and build. Norman Osborn was a huge supporter of my work. A steady and generous supporter. Not to mention a true original. A man, in a world of mediocrities. He's very sorely missed." Otto replied. At the mention of his father, Perenna saw a shadow cross Harry's face. "So I hear you're into spiders."

"It's sort of a hobby." Perenna replied.

"And you guys had a field trip? To our lab last year? I hope it that was interesting?" Otto questioned.

"Oh, yeah. Changed my life." Perenna replied with complete honesty.

"Perry? Not that I really care, but aren't you going to be late?" Harry asked.

Perenna looked at him for a moment before looking at her watch. 6:15. "Jeez! Oh, my God. I have to go. Now!"

"Late for what?" Otto asked blankly.

Perenna smiled shakily. "My date." She said and shook hands with Otto again, then started to dart away. "It was nice meeting you!"


	4. Chapter 4

When Perenna made it back to the apartment, she had barely enough time to change her clothes into a long tight red tank top and put on blue jean leggings. She grabbed her jacket as she heard the buzzer ring. She pushed the button down. "Be right there." She called and headed back out the door.

Perenna got down to the ground floor and saw Eddie waiting outside. She opened the door and smiled at him. "Hi, Eddie. So, how do I look?" she asked doing a small spin. "Too much?"

"Wow, uh, you look…gorgeous." The blond said looking at the brunette intently.

Perenna blushed, her smile widening. "Really?" she asked, then took his hand. "We better get going then."

"Right." Brock replied and led her to an awaiting cab.

The movie they went to was a predictable action movie and Perenna noticed that the few couples in the room were making out instead of actually watching the movie. She felt an arm slid around her shoulder which had followed a fake sounding yawn. _'You've got to be kidding.'_ She thought. She may socially awkward, but even she knew this was a total come on.

Is _that_ why he brought her here? Action did get the blood pumping, she knew that was a _fact_, but a kiss on the cheek was one thing, a kiss on the lips was another matter. And if that security guard hadn't shown up last night, she doubted she would've let him kiss her then.

Apparently her lack of, well, _speech_ seemed to give the green light for Brock to start practically mauling her. Well, her neck anyway. And if it weren't for the arm rest separating them, she was sure he would've been on top of her by now. Not that she'd _let_ it get that far. This was endurable, but once his free hand started to trail down her back and the emergency cell phone her paranoid friend had given her vibrated in her jacket she pushed Brock off her and took it out of her pocket.

"Gotta take this." She offered as an explanation as she made her way into the lobby and click to answer the call. "Yeah Harry?"

"Perry, you're going with me to this party tomorrow as my date." He said bluntly.

Perenna raised a brow even though he couldn't see it. "Really now? Well I've also got a party to go to at the planetarium to take photos for Jameson."

"That's exactly the place I'm talking about." Harry said it condescending; like Perenna should've known what he was talking about.

And that made her angry. _'You're lucky you're my friend or I would've punched your teeth in for ordering me around like that.'_ She thought. "Gee Harry, I didn't know you were interested in me like that." She said lamely.

There was a beat of silence. Then, "Are you gonna go with me or not?"

Perenna rolled her eyes. "Well, since you _did_ save me from being practically mauled tonight, I suppose I could go with you."

"Mauled?" Harry questioned.

"By Brock; guy likes to_ touch_ apparently." Perenna replied easily.

There was another silence. "You're letting him touch you?" There was clear disbelief in Harry's voice now, and…something _else._ Something she couldn't quite place.

"No, not like _that._ Anyone tried to touch me like that and I'd punch their face in." Perenna growled. Then she sighed. "Gotta go, and I'll try to wear something nice."

"Bye."

"Bye." Perenna hung up the phone-it couldn't quite be called hers since she wasn't technically paying for it-and headed back into the theatre, for some reason feeling rather uneasy about going back in. But she brushed the feeling off, knowing it was probably just her nerves about being touched like that again before she had left.

Her hands griped a piece of paper in her jacket and she remembered it was the one Gwen had given her. She needed money, and this may be her ticket to some extra cash. Thankfully, all Brock did when she sat back in her seat was put his arm back around her.

"Who was that?" he asked.

"My roommate, Harry. He called to ask or rather tell me that I had to be his "date" to the party at the planetarium I have to take pictures at tomorrow." Perenna explained.

The hand on her shoulder tightened a bit. "And that paper in your hand is…?"

"A class mate gave it to me, she said I could be a model to get extra money." Perenna laughed quietly. "Me, a model? I don't know why she gave this to me, I don't even have any headshots to give. Or the money for them."

"I could take them for you." Brock offered suddenly.

Perenna looked at him in genuine surprise before she smiled at him. "Thank you, how's Saturday sound?"

"That sounds great. And maybe now you can give me your number?" Brock asked, but he sounded a little annoyed.

Perenna blinked and she blushed. She completely forgot he might want her number. "Uh, sure." She said and took out a pen she kept in her pocket and a small notepad. Hey, never knew when you might need them. She wrote down her number and gave it to him, but seeing the look on his face once he got the number made the feeling of unease come back.

Why did she feel like she had just made a mistake?

* * *

><p>The next day, Spider-Woman webbed a newspaper and pulled it toward her, then let a dollar bill down the same way. She looked at the headline and scowled. NEW YORK TO SPIDER-WOMAN: DROP DEAD. From her crouched position on a lamppost, she crumpled it up and tossed it away.<p>

Her spider-sense suddenly went off and she heard a gunshot and a scream. She jumped off the lamppost and swung off. She saw a thug running out of a Korean Grocery store with a sack of money, stuffing his gun in his waistband.

She shot out a jet of webbing that caught the thugs left arm, pinning it to the wall behind him. She shot out another that caught his right arm, then each of his legs. Spider-Woman landed on the ground and picked up the bag he dropped. She opened it and looked inside.

Her disbelief was almost palpable. "You shot someone for nineteen dollars? That's-"

Out of nowhere a large object collided with her head. She wobbled and saw that the traces on the ground were from a water melon. _A watermelon!_ Who the hell threw that at her? She sagged as she saw a pair of young men standing in front of a water melon.

"You're under arrest." One of them said.

The grocer came running out, a bloody patch on his arm. He picked up the bag of money while screaming at the young men. "What's the matter with you? She's a good lady. I'm sorry, Spider-Woman. Here." He said jabbing the grubby pile of bills toward her.

She heard a siren and closed the grocer's hand around the money. "Thanks."

* * *

><p>Perenna slid the key card into the key hold and went in. That party was soon and she needed to get ready. When she opened the door though, she was met with a black and purple dress being shoved in her face. She accepted it in stunned surprise. "What's this for?"<p>

"It's what you're going to wear." Harry replied nonchalantly.

Perenna blinked, though there was some annoyance on her face. "I have clothes. You didn't have to buy me this. Especially since I'll be wearing it for one night anyway." She explained.

"That remains to be seen." Harry replied dryly.

Perenna rolled her eyes as she looked at the dress again. "Fine, I'll wear the dress." She said heading upstairs.

"Good. And why don't you wear a scarf too? Don't want anyone seeing those 'love bites' do you?"

Perenna stopped as her eyes widened. She touched her neck, never even considering that anyone would have seen them in the day, or that she _ha_d any to begin with. But apparently she did. And all throughout when she had been in her civies, everyone probably saw them. A swell of humiliation went through her as her cheeks burned. _'Damn it!_'

After getting changed and doing her hair up again, she headed back down stairs, a purple scarf around her neck and shoulders to hide her 'love bites.' It was still embarrassing to call them that and made her blush just thinking about it. Why the hell did she always get so flustered?

* * *

><p>Looking around the crowded room, she honestly had no idea what she was supposed to do, but the sight if the camera in her hands made her quickly remember why she was here. The other reason she was here anyway. She began taking pictures of the people, most being high-ranking people somewhat recognized from the paper, some she didn't.<p>

Her eyes drifted around, only to jump slightly when she heard her name suddenly being shouted right in her ear, "Parker!" she looked over her shoulder to see her sorta boss standing there with a woman that was wearing a glittery black dress. "Parker! What are you, deaf? I called you twice. Think I'm paying you to sip champagne? Get a shot of my wife with the minister." He ordered gesturing to the woman and a couple beside them.

"Beautiful tie." The woman said, and Perenna snapped the picture.

Jameson pulled them both over to another couple. "Get a shot of us with the DA."

"Beautiful dress." His wife said, and Perenna once again took the picture.

Again, Jameson pulled them over to one more couple. "Here, get a shot of the mayor and his girlfriend." The blonde woman with the mayor looked up sharply. "Wife." Jameson corrected.

Perenna _hesitantly_ took the shot. She looked up as a woman in a dress stood at the podium of the staircase. "Ladies and gentlemen, good evening. The committee for the Science Library of New York…is pleased to present our guest of honor. He's the first man to play football on the moon. The handsome, the heroic, the delicious…" Perenna snerked a bit at that. "…Captain John Jameson."

Perenna let out a sharp gasp as she saw the redhead with the man walking down the staircase. M.J was with _him_? Their eyes locked and her red-haired friend looked just as surprised to see her. M.J walked over to her after reaching the last step. "Hi." She said somewhat blankly.

"You." M.J said in what sounded like accusation.

"Listen, I'm sorry," Perenna started, what better way to apologize in person, right? Who was she kidding, even she knew how this was going to end, "but there was a disturbance."

"I don't know you." M.J said crossing her arms. "And I can't keep thinking about you. It's too painful."

Perenna had to stop herself from blinking in shock. _M.J_ thought about _her_? And here she was so she had moved on. Well, maybe she did, who knows. "Can I get you a drink?"

"I'm with John. He'll get me my drink." M.J said.

"John." Perenna repeated just to make sure her eyes hadn't been deceiving her. They hadn't apparently.

"By the way, John has seen my show. Aunt May has seen it. My sick mother got out of bed to see it. Even my father." M.J smiled humourlessly. "He came back stage to borrow cash. But my best friend, who cares so much about me…can't make an 8 pm curtain. After all these years….she's nothing to me but an empty seat." She explained and went back over to her date.

Perenna frowned as she looked down at her shoes. She herself found her own 'date' at the bar drinking. "Hey. Might wanna take it easy, buddy." She said in concern.

"Why? It's a party." Harry said in a slurred voice. "Not mention that bug…"

"Not tonight, Harry." Perenna pleaded.

"Every night!" Harry shouted. "Until I find her, it's-" he looked at her with hazy but angry laser beam eyes. "It pisses me off, your loyalty to Spider-Woman and not your best friend. I find her with my father's body, and you defend her."

Perenna put a hand on his shoulder. "Take it easy." She said softly.

Harry pushed her hand off his shoulder. "Don't act like you're my friend." Perenna froze, deep hurt showing on her face, but he didn't stop at that. "You stole M.J from me. You stole my father's love. Then you let him die because you didn't turn in the freak. Isn't that right? Huh? Isn't that right?" he actually pushed her back, causing some people to stare. "Huh, _sister_?"

Perenna was about to retort when John suddenly spoke up. "Ladies and gentlemen, I just want you all to know…that the beautiful Miss Mary Jane Watson has just agreed to marry me."

"What a surprise." Was a reply she heard somewhere from beside her, but she felt like a knife had just gone through her heart. There really _was_ no chance now, was there?

"Parker, wake up! Wake up!" Jameson yelled as M.J and John kissed. "Shoot the picture."

Perenna shot the picture, something that would be forever seared into her mind in contribution to the worst day of her life.

New York hated-or at least were greedy enough to try and kill her-her, her best guy friend hated her, and her best girl friend thought she was a coward and a terrible friend.

She felt her lips curl up slightly as an angry gleam sparked in her eyes. This was all because of…_Spider-Woman_.


	5. Chapter 5

Having felt guilty about not visiting her aunt, Perenna stopped by her aunt's house on her Kawasaki. She swore she'd really trash it if it kept sputtering on and off. Ever since the party, her thoughts kept coming back to how troublesome Spider-Woman was for her.

But she always kept pushing them back, since actually thinking about it made her feel incredibly depressed. And while she cared about Harry, she just couldn't _live_ with him anymore. His hatred of Spider-Woman was starting to shift to her since he believed she was more loyal to Spider-Woman than to him.

Which is why she had found an apartment of her own; they needed time apart so he wouldn't continually keep associating her with her alter-ego and just get angrier each time he saw her.

Her thoughts were cut off when she parked her motorcycle in the driveway and went up to the door. After knocking she only had to wait a minute before Aunt May opened the door. "Hi, Aunt May; sorry I haven't been over lately."

"That's fine, dear. I know you must be busy." Aunt May said as she hugged her niece and let her in. "So how have you been?" she asked as soon as they were seated at the kitchen table.

Perenna shifted in her seat. How was she? She felt guilty, angry, sad, and a whole lot of other emotions she couldn't even begin to understand; not mention the mess she was in with how all of New York wanted her head. But all she said was, "I'm fine, Aunt May."

Aunt May of course didn't look like she believed this, but let it pass. "Anything new?"

"Well," Perenna began, "a classmate of mine gave me the address of a modeling agency and I'm gonna go and try for a job."

"A model?" Aunt May repeated.

Perenna nodded. "I'm still not sure about it though. I mean, models are beautiful, and I'm just," she shrugged, "average."

Aunt May put a hand on Perenna's hand. "Don't say that. Of course you're beautiful, don't let anyone tell you otherwise."

Perenna blinked. Finding it ironic since that was along the lines of what everyone else said about her. Who knows, maybe there right? "I promise I won't." she said. "And Eddie agreed to take my headshots today-"

"Eddie? Who's Eddie?" Aunt May questioned suddenly.

Perenna blushed slightly. "He's, uh, this guy I've been seeing. He free lances at the Bugle as a photographer too." She explained.

"You've been seeing this man?" Aunt May sounded more curious than surprised given Perenna's previous sexual preference. "How long?"

"Not long." Perenna said truthfully. "We've gone on like two dates, the first one though couldn't really be considered a date I guess because we just went out to eat."

"A date is a date, dear." Aunt May said surprising her. "Why, I remember so long ago when your uncle and I…" she gained a faraway and her gaze turned sad; a feeling of renewed guilt stirring up in Perenna. "It wasn't fair to have gone like that. He was a peaceful man." Perenna had started to lower her head, but she snapped it back up at what Aunt May had said next. "And it was all my fault."

"Aunt May. You don't have to punish yourself." Perenna said softly.

"Oh, I know I shouldn't." Aunt May replied. "It's just that you wanted to take the train…and he wanted to drive you. If only I had stopped him. We'd still all be together."

"I'm responsible." It came out before Perenna had a chance to stop it; not that she _had_ wanted to stop it. The guilt had been slowly eating her up inside.

"For what?" Aunt May questioned confused.

Here came the prelude to the hard part. "For what happened to Uncle Ben." Perenna replied.

"But you were at the library." Aunt May rebuked. "You were doing your homework."

"He drove me to the library, but I never went in." Perenna replied. "I went someplace else. Someplace where I thought I could win some money…to buy a car, because I wanted…" Now she just felt stupid looking back on it. "…to impress Mary Jane. It happened so fast. I won the money, and the guy wouldn't pay me. Then he got robbed. The thief was running towards me. I could've stopped him, but I wanted…revenge." She said quietly. "I let him go. I let him get away. He wanted a car. He tried to take Uncle Ben's. Uncle Ben said no…

"…and then he shot him." Perenna continued. "Uncle Ben was killed that night, for being the only one who did the right thing. I held his hand when he died. I tried to tell you so many times…but I couldn't."

Aunt May was quiet for a long time and Perenna was starting to get very edgy. "Well, I guess I can understand how you didn't want to tell me this." She said at last. "I mean, on the surface, it does seem to be something fairly unforgivable."

Perenna sucked in a sharp breath. "Aunt May?" she asked moving her hand to her aunt's shoulder, only to have it smack away.

"Get away from me. Get out!" Aunt May shouted moving from her chair.

Perenna got off her chair too and backed away. She could feel her eyes beginning to burn and she left without another word. Now it seemed her aunt hated her too.

She morosely got on her Kawasaki and rode back into the city. As she slowed in some traffic, the bike begins to back fire and she suddenly smelled smoke. Perenna looked behind her, only to see that her bike had literally burst into flames.

Perenna quickly got off her bike and pulled it over to the side. She quickly begins trying to stop the flames out, but as her anger gets the better of her, she starts viciously kicking it. "Stupid frigging piece of junk! Why can't I have one thing that works!" she kept kicking, not even bothering to acknowledge the fact that people had begun to stare as she rendered her bike to scrap. "Cant-even-cross town without bursting into flames or being shot at!" she snarled and began limping back 'home' to gather her things.

Look like she's gotta take a cab now.

A

Perenna packed her things up; carrying out a laundry basket with one suitcase on it and carrying two in the other hand. She maneuvered down the stairs and saw Harry come out to watch her go.

"So that's it. You're just gonna leave?" he sounded oddly disappointed. Perenna was about to say something, but just nodded. "Where?"

"I found a place out in Sheepshead Bay." She replied and paused at the table, putting down the suitcases to take the emergency cellphone out of her pocket and put it on the table. "I guess in won't be needing this anymore."

"No, take it." Harry said permissively. "You're certainly gonna need it."

Perenna looked at him, trying to decipher what he was saying, before she cautiously took the phone back and put it in her pocket. "Thank you." _'I think_.' She added silently, but didn't say it aloud.

She picked up her suitcases and walked over to the door, her room-_former_ roommate's eyes trained on her. She tensely held his gaze, as if daring him to stop her.

Only when she was out of the door, did she relax and head to the elevator. Thanks to some forethought, a cab was waiting at the entrance for her and so loaded her things into the trunk. And after giving the address to the cabbie, she was off to her new 'home.'

Once at the apartment complex, Perenna unloads the trunk, pays the cabbie and went up the stairs, missing the convenience of an elevator. And even with super-strength, her fingers start to hurt by the time she reached the top floor.

Her luck struck again when her hand carrying the laundry basket gave out and her clothes were spilled over the floor, though the suitcase that had been on top had thankfully _not_ spilled open to. "Shit." She muttered.

"You need some help?" A female voice asked and Perenna looked over to a blonde woman with braids standing in the doorway of the room across from hers.

Perenna bit down her pride as she nodded. "That would be appreciated."

The blonde woman helped Perenna gather up her clothes. "Hi, I'm Ursula Ditkovich."

"Ditkovich?" Perenna repeated. "As in you're my landlord's daughter?"

The blond looked at her nervously before nodding. "Uh, that's right." She chuckled weakly.

Perenna was quiet for a moment before smiling. "My name's Perenna Parker by the way."

"Perenna Parker?" Ursula repeated. "You're the one who takes the pictures of Spider-Woman?"

Now it was Perenna's turn to look nervous. "Yeah."

The subject seemed to drop as Perenna took her things into her 'new' apartment. She looked back at Ursula before closing the door. "Nice meeting you, and thanks for the help."

"You're welcome, and it was nice meeting you too." The blonde said nervously.

Perenna smiled again before closing the door. She set her suitcases and laundry basket on the bed; then took the time to examine her new apartment. It was certainly smaller than her old one, and this one seemed to emphasize 'old,' but it would do. She didn't have much stuff anyway. Least the apartment had its own bathroom and closet space, no matter how small.

She walked over to the window and saw that while it didn't have a balcony, it did have a fire escape. She was taken out of her examinations by the phone vibrating in her pocket. She took it out and wondered who it was. "Hello?"

"Perry, hey."

Perenna blinked a few times before she recognized the voice. "Oh, hi Eddie!" she said in surprise, then it turned to confusion. "Uh, how'd you get this number anyway?" she knew she forgot to do something.

"Your bud Harry told me your cell number. Didn't sound too happy that I called though." In fact, Perenna noticed that_ Eddie_ didn't sound too happy about something either.

"Yeah, I just moved into my new apartment. Things were getting _tense _between Harry and I." Perenna replied. Hey, it _was_ the truth in this case. "We just need some time apart."

There was a laugh on the other line that sounded a bit forced. "You make it sound like you two just broke up."

Perenna gaped, even though Brock couldn't see it. "We were never together." She retorted hastily. "He's just my friend, that's it." _'At least I hope he's still my friend.'_ "So, what did you call about?"

There was a beat of silence before Perenna's spider-sense started to buzz. She looked out the window in worry, but to her confusion, saw no police cars or anything out of the ordinary. So what…

"It's Saturday, _remember_?"

Perenna sucked in a sharp breath as she realized the danger was originating from Brock's anger. Not that she could really blame the guy. She was such a lousy…she didn't know what she was to him actually. "I'm so sorry, Eddie. Tell me your address and I'll be right over."

The danger she was sensing faded. "Sure, Perry."

After getting the address, Perenna got off the cell phone and hurried out of her apartment and down the stairs. She managed to hail a cab and told the cabbie where to go.


	6. Chapter 6

Perenna paid the cabbie as she got out of the cab and looked up at the apartment complex she had arrived at. It certainly _looked_ nicer than the one she was staying in now. And she had to admit when she looked into the lobby and pushed the buzzer, the inside looked nice to.

"Yeah?"

"It's me, Perenna. I'm here." She said tentatively.

"Oh, come on up."

Perenna opened the door once it buzzed and went into the lobby. She was right, even the _lobby_ was nicer than the one she lived in now. She found an elevator and went up to the 5th floor. She felt a pang of longing as her cell phone felt incredibly uncomfortable in her jacket pocket. Was the reason Harry had let her keep the phone because he was waiting for her to call to tell him she was ready to come crawling back?

She violently beat down the longing as her pride won out. The only crawling she did was wall crawling! And even _that_ was getting on her nerves. Once again, her depressing thoughts took hold, but she valiantly pushed them back. She couldn't let her…well; she couldn't let Eddie see her moping.

Perenna found the right apartment number and knocked. She waited a few moments before the door opened. "Hey, sorry I kinda forgot. My ditzyness is just one more thing I have to work on I guess." She apologized while giving him a hug; one he returned a little too tightly.

"The point is you're here now." He replied and let her go after a moment, and let her into the apartment.

Perenna noticed immediately that the apartment was in much better shape than hers. She felt jealous for a moment before reminding herself that _she_ had wanted to get away from Harry. "This is a nice place."

"It' not much, but it's home. Though I'm sure you're used to better, even after your bud let you leave him." Brock replied casually.

Perenna frowned as she looked over her shoulder at him. "'After he let me leave?' For the last time Eddie, Harry and I were _never_ together." She said annoyed. "What made you even think that in the first place?" she for one, could not grasp the concept of someone she thought of as a brother liking her like that.

Brock shrugged. "The guy just seems a little…possessive of you, that's all I'm saying. Not that I can blame the guy for it." He said giving her a meaningful look.

Perenna just blinked in confusion. "What are you talking about?"

_'She _honestly_ can't be that dense.'_ Brock thought incredulously, so he decided to just spell it out for her. "You're hot."

Perenna looked at her jacket before taking it off. "I suppose I was getting a _little_ hot in this."

"No, what I meant was-ah! Forget it." Brock muttered, and went to retrieve his camera.

Perenna stared after him, giving him a funny look before she took another look around. The place may have looked nicer than her apartment, but it still looked like someone had done a sloppy quick clean up job. Perenna walked over to the couch and sat down; waiting patiently. She glanced down at her wrists to see the pale slits in her wrists and quickly pulled her sleeves down just as Brock came back into the room with his camera.

"So, do you want me to stand or just sitting here okay?" Perenna asked.

"Move over by the window, the lights better there." Brock instructed and Perenna moved. "Also, could you let your hair down?"

Perenna stiffened and her eyes widened a fraction. Let her hair down? "Uh, is that really necessary?"

"Well, it's just that I've never seen you without your hair up, and I want to see if it would look better for the shots." Brock replied.

Perenna uneasily complied and kept the clip in one hand while trying to make her hair as straight and _not_ messy as possible. She was all too aware of the fact it was mostly her hair style that might give her away as Spider-Woman; and aside from her costume, the slightly short hair was the next unforgettable thing about her.

She moved two locks of hair over her shoulders and tilted her head slightly. "How's this look?"

Unbeknownst to her, the light reflecting in through the window hit her hair and highlighted her hair to a lighter shade of brown. Though he knew it was just a trick of the light, Brock just stared at her for a moment. He really did think she was beautiful, but unfortunately for him Perenna was a little slow on the up take when someone showed interest in her.

He knew she wasn't dumb; just…naïve would be the best way to describe her as. Just _very_ naïve.

"That's...good." he said finally once he saw her start to fidget.

Their 'shoot' lasted almost 20 minutes before Perenna called it quits. "So, when can you get the film developed?" she asked putting her jacket back on and put her hair back up.

"Give me until Monday, how's that?" Brock questioned.

"Sounds good." Perenna replied as she hugged him again and absently gave him a kiss on the lips. She jerked back slightly in surprise, Brock looking just as surprised too before she embarrassedly mumbled her goodbye and quickly left the apartment.

Why had she done that? The surprise on his face made her think he probably hadn't wanted to get kissed. Perenna made her way down the street and she noticed that her university had just been a few blocks away from where she had been.

_'Well, this is convenient to know_.' She thought as she decided to head in.

Perenna felt nostalgic as she remembered that this domed part of the building was where it all had changed that day for her. She walked around the deserted and dim room, hearing the echoes of explanations from the previous year.

_'Amazing in what can happen in a year.'_ She thought looking at the empty spider cages and looked down at the spot where the spider had bitten her.

Her hearing picked up the sound of whirling and she crept out of the room and walked down the hall. She looked into another room and saw Otto setting up the rig before stepping into it and engaging the coupler; the sound of hydraulics being picked up by her.

She saw Otto reach back to twist the latch, but his fingers are unable to reach. He pulled his hand back and before he pressed the decoupler, a 'pod reached out and twisted the latch for him.

Perenna let out a gasped as she saw the irises out his eyes spiral out. Otto looked over into the direction her gasp came from. "Who's there?" Perenna embarrassedly stepped into the room. "Parker?"

"Uh, hi." She said bashfully.

"What the hell are you doing here?" Otto questioned looking rattled.

"Oh, uh…" Perenna trailed off uncertainly before she looked at him suspiciously. "I could ask you the same thing."

"I was just-uh. Celebrating." Otto replied.

Perenna stared at him strangely. "You use that thing…recreationally?"

"It helps me relax." Otto returned.

Perenna just shrugged at his answer.

* * *

><p>Perenna sat across a desk from Otto and watched the 'pods warily as one put on a CD, and two others poured two cans of Coke while Otto taps the keyboard of his computer. "The viral delivery system we were using in the superspider project."<p>

Perenna looked at him in surprise but quickly covered it up. "Yeah?"

"Isn't that the reason you came here?" he asked her.

Perenna shrugged. "What other reason would there be to come here?" she retorted not telling him the whole truth.

Otto shrugged as well. "Here. Yes, we were using a modified arbovirus. Highly infectious in spiders. We replaced the nucleonic RNA with whatever we wanted to code for and the virus did the rest."

"Is this arbovirus infectious in humans?" Perenna questioned.

"It could be. If we wanted to introduce spider material into a human. I suppose we could have just gotten one of the little critters to bite-" Otto broke off there and Perenna's shoulders stiffened as he stared at her with understanding without knowing.

"What?" she asked softly.

"Why do you want to know?" Otto questioned.

"I'm just curious is all." Perenna replied as she used a shrug to relax her shoulders.

Unknown to her, her voice is processed by a visual voice-stress analysis by the rig. Her voice is scanned and designated as 'counterfactual.' An indicator began to blink on one of the 'pods and on the monitor windows begin to pop up, showing archive footage of Spider-Woman climbing, leaping, swinging. Another window read: Superspider Inventory: 1 through 15.

While Otto wasn't looking at the screen, Perenna was, and she was beginning to feel uneasy. "Spider-Woman's a friend of yours, isn't she?"

Perenna's teeth grounded quietly. "No, not a friend-"

"Know anything about her?" Otto interrupted her.

"Not much." Perenna answered carefully. "Kind of a guarded girl."

"Know if she was ever bitten by a spider?" Otto questioned.

Perenna shrugged, trying to look indifferent. "She might have been. I wouldn't know." She lied.

"We lost a spider, though it was found dead later on the floor. If, by chance, it bit her before it died; is that what happened? And transferred the viral genotrope in its venom…That's great! It's a conceptual breakthrough!"

"Not to her it isn't." Perenna rebuffed. "She's sick of it. She just asked me to come here to see if there's anyway to-"

"Why didn't she just come herself?" Otto questioned.

"Huh? Oh, because, uh," Perenna paused momentarily, "she may not look it, but she's incredibly shy with people. That's why she wears a mask." She said. "And she said it doesn't help that people keep looking at her for some reason."

"Hmm, she could probably use one of these eventually then." Otto said reaching behind him and picked up a tiny ziplock bag from the tray with a speck inside.

Perenna leaned in to look. It looked like a tiny bit of circuitry. "What is it?"

"It's basically an immune system on a chip. You seed it with a sample of material you want to defend yourself against, and it pumps out antigens. I call it a parity chip." Otto explained.

"Parity?" Perenna repeated.

"Equilibrium. In theory, your friend could seed this with some of her own spiderized DNA, implant it, and knock out the genes that are coding for her spider traits." Otto explained tossing the chip back onto the tray. "This is just a prototype. We're not in the lab yet."

Perenna regarded the little baggie like it was the Hope Diamond. There it was; right in front of her was her ticket to a normal life. Her eyes drifted up to see a ceiling vent located over the tray and an idea formed in her head. She wasn't stupid enough to try and take it and just leave.

Very conversationally she thanked him for his time and excused herself, saying she needed to head home. It was only a partial lie; she wasn't going home straight away. Perenna looked up at the ceiling in the hall for a vent and once she found one, she jumped onto the ceiling, pushed in the vent, and crawled in.

For a brief second, she felt like she might actually miss being able to defy gravity, but the objective at hand pushed that feeling back. Once she got that chip, she didn't have to worry about juggling several different things at once and worry about Spider-Woman or crime getting in her way. And while she knew she didn't have a chance with MJ now, she could still prove that she _wasn't_ an empty seat.

Perenna crawled over the vent to the room she had just been in and carefully aimed her wrist to be in-lined with the baggie and hoped that it would stick the first time. THWIP! The baggie got snagged by the web line and she quickly brought it up into the vent and for a moment, she smiled in complacent satisfaction.

* * *

><p>Perenna walked into a veterinary supply store, trying to appear indifferent, the baggie safely tucked away inside of her jacket.<p>

"Can I help you?" The clerk asked.

Perenna walked over to the counter and smiled. "Yes, hello. I need some soft tissue xx. And a Y-gauge syringe."

"A Y-gauge…what are you trying to treat, a rhinoceros?" The clerk asked in disbelief.

"A spider." Perenna answered and her smile turned self-deprecating. "A really big spider."


	7. Chapter 7

Perenna walked up the stairs of her apartment complex, having put the baggie in the same bag as the supplies she'd bought. She knew it was going to hurt, but maybe some alcohol to ease the pain? Still, she didn't have any alcohol on her and she wasn't old enough to drink it. Unlike Harry, she took age restrictions seriously. That and she didn't need a massive hangover to wake up, thank you very much.

Though she supposed she didn't _need_ alcohol and went into her apartment. She put the bag on her desk and began looking through her stuff for lab supplies. Once she found what she needed, she started to get to work.

And once Perenna finally smeared her cheek tissue from the pipette she used onto the chip and sucked it up into syringe needle, she held it in her hands and sat down on her bed, just staring at it. This was it, after this, no more being a freak, she could repair her friendships with Harry and MJ, at least, if they wanted that, but importantly, she could finally have a normal life!

So why were her hands shaking?

Perenna wouldn't be her unless she acknowledged the whole scenario. Yes, she would be normal, but a flash of regret passed over her face as she had rather _liked_ the swinging from her webs through the city. It was almost like flying. But then the guilt of knowing that her own selfishness had caused her uncle's death and her aunt kicking her out of the house came rushing to mind.

It was those memories that gave her enough impulse to pushed her shirt up to bare her hip and level the syringe at her skin. She lowered it, but-

_"I thought I'd taught you the meaning of responsibility, Perenna. At least by my death. That's the part of all this that makes me the saddest."_

Perenna froze as she her hand stilled and she looked behind her to see Uncle Ben sitting on her bed. Great, she was hallucinating now, wasn't she? Or was this her consciences last shot at making her stop this?

She decided to just roll with it. "You don't what it's like, Uncle Ben. You don't know how it feels to be such a freak of nature! Okay, with great power comes great responsibility; I get that. But you know what comes with no power?" she asked harshly. "No worries. No guilt. No freak show!" she hissed. "I am Spider-Woman no more." She said resolutely as she lowered the syringe beneath her skin and squeezed.

Perenna gritted her teeth. It hurt like hell, but she wasn't about to draw any unwanted attention to herself from the neighbours. Still, it hurt _a lot._ Perenna's eyes rolled back into her head as she collapsed in a dead faint on the floor.

* * *

><p>Perenna woke up still on the floor of her apartment by the sunlight shining in her face from the window. She groaned as she staggered to her feet and rubbed her hip, feeling the tiny dimple under her skin and instinctively flinched. Maybe if she pretended she hadn't passed out from the pain it would be less embarrassing.<p>

She walked into the bathroom to see if there was any difference. No, no visible difference, she still looked the same, but what about…? Perenna jumped up and her feet stuck to the ceiling. Damn-

"Oof!" she grunted as she fell back onto the floor, face first. Perenna rubbed her nose. _'Well, it seems like it _is_ working after all.'_ She knew she'd have to probably wear glasses again since 20/20 vision had come with spider enhancements. She liked not having to wear them though and mentally noted to buy contacts later.

But first…

* * *

><p>Perenna looked around the alleyway and then down at the paper bag in her hands, then at the dumpster in front of her. <em>'Spider-Woman no more<em>.' She reminded herself and without another thought, tossed the paper bag into the garbage and walked away.

* * *

><p>In the Bugle Office of Jameson, was on the phone with his wife. "Dear, we agreed to put on a wedding, not go into bankruptcy." There was a pause. "Caviar? What, are we inviting the czar? Get some cheese and crackers, some of those little cocktail weenies."<p>

Robbie came into the office the next moment. "I got a garbage man here says he's got something you might want to see."

"If you have an extraterrestrial's head in there; you're the third guy this week." Jameson said derisively to the man dressed in a trucker cap and vest with a shirt underneath and jeans. The garbage man opened up the paper bag and pulled out a crumpled, but still brightly colored red and blue suit and mask. Jameson put down the phone. "Where the hell did you get that?"

"In the garbage." The garbage man replied.

"In the garbage?" Jameson repeated as she took the suit and the garbage man nodded. "She must have given up. Thrown in the towel. Abandoned her sad little masquerade. I finally got to her; the power of the press triumphs." He boasted, then a dark look crossed his face. "That loser! Quitting on me! In the middle of the best damn story I've had in thirty years! If I hadn't already crushed her, I'd crush her again just for giving up on me!"

"Yeah, yeah, yeah. Now look, I think I deserve a little something for this." The garbage man said irritably.

"Give you 50 bucks." Jameson said.

"I could get more than that on eBay." The garbage man retorted.

"All right, 100." Jameson replied and looked at Robbie. "Give this man his money and throw in a bar of soap."

"You wife is still on that line." Betty reminded him.

Jameson handed Robbie the suit as he picked back up the phone. "Flowers? How much?" There was a pause. "You spend any more on this thing; you can pick the daisies off my grave. Get plastic."

* * *

><p>The next day, Perenna was walking down the street on her way to a show MJ was playing in when she walked passed an alley with three men standing together. They were clearly threatening the third as they rifled through his pockets.<p>

Perenna felt torn. What should she do? Should she do something? With a heavy heart, she took a deep breath and kept on walking along the sidewalk.

This not getting involved with stuff was going to be harder to stick with than she thought.

* * *

><p>While Perenna had felt proud of herself for actually being <em>on time<em> for the show, actually seeing the show was a bit…lame, to put it bluntly. She swore that if Eddie ever tried to take her to a play that she'd dump the guy then and there.

As the play went on, Perenna noticed it, and she was sure _everyone else_ did as well, MJ had slipped up when she had noticed the brunette in the audience. Said brunette thought back to something MJ had said the year before,

_"…they said I needed acting lessons. A _soap opera_ said I needed acting lessons."_

_'I'm starting to think she should've taken their advice.'_ Perenna thought dryly. She knew that if she thought she still had any chance with MJ then she would have been too blinded by love to see she had pretty much wasted some of her money.

The brunette woman spent the rest of the play in thought about how to try and get her money back and how to tell MJ what she thought of her show when the redhead tracked her down to question her on her sudden appearance at the theatre. She had been so deep in thought that the only sound she heard to break her out of her thoughts was the clapping of the audience.

_'Wha…? Oh._' Perenna began clapping along with the audience for show and quickly and politely made her way out the auditorium. Briefly she wondered if there would be time to flee before her attention was brought to a taller man that she thought she recognized before it came to her.

_'This is _him.' She thought remembering that this was the man who was going to marry MJ. She thought about ignoring him, but once he looked at her, she knew she had to be polite. "Hello, your John aren't you? I'm MJ's friend, Perenna Parker." She said holding out her hand.

"Parker?" John repeated and recognition showed on his face. "Your nickname wouldn't happen to be Perry, would it?"

Perenna's brow furrowed. "Yeah, it is. Why?"

"It's just that whenever MJ talks about you she always calls you 'Perry' and I assumed she was talking about an ex-boyfriend." John replied looking somewhat embarrassed.

_'He thought I was a guy?_' Perenna thought annoyed, but she supposed that she really _couldn't_ fault him; 'Perry' after all, _was_ a unisex nickname. And Perenna could see how he'd come to that conclusion if MJ had deliberately avoided using the words 'she' or 'her' following her nickname.

"It's an easy mistake to make." Perenna replied in a blasé manner; then subtly changed the subject. "You're an astronaut, right?" she asked and the man nodded. "Have you been to space recently?"

"No, but I'm scheduled to go up after the honeymoon." John replied.

"TMI." Perenna muttered and she saw a familiar mane of red hair coming over. "Hello, MJ."

"Perry." MJ replied politely.

"Mary Jane, why didn't you say that your friend was a girl?" John questioned lightly.

"Oh, it, uh, didn't seem important." MJ replied and looked at Perenna. "You could have told me you were coming."

"I was afraid you'd say, "Don't come."' Perenna replied.

"What did you think of the show?" MJ questioned.

"It was…like nothing I've ever seen before." Perenna answered honestly. _'Ain't that the truth_.' She silently thought. "Well, I should be heading home." She said turning away.

"Tell Harry I said hi, okay?" MJ asked.

Perenna stopped and frowned, looking deep in thought for a moment. She looked back over her shoulder. "Sorry, I can't do that cause he and I no longer live together."

"What, did you two break up?" MJ joked.

_'Seriously, why does everyone think we were together?' _Perenna wondered. "No, I just thought I needed some space." She said vaguely. "But it was nice to see you again, MJ. And it was nice to meet you too John." She said sincerely, finding that she really couldn't dislike the man, despite the fact the guy's last name was Jameson.

Though being reminded of Harry made Perenna think of stopping by to see him. Hopefully he didn't tell her to go away as soon as she told him it was her.

* * *

><p>AN: Now, before you start calling for my blood on the final scene, I would just like to point out that Perenna _knows_ and respects MJ's decision to get married and she also knows and accepts she doesn't have a chance anymore. That being said, Perry logically wouldn't still be a lovestruck teenager and would really try to be a supportive friend. It's not like she lied when she told MJ her opinion of her show, and without the 'love is blind' haze in Perenna's eyes, it makes her evaluate her life-long crush on her friend as being a bit ridiculous on her part.

On another note, I've added a plot device in the same scene for the third installment.


	8. Chapter 8

Perenna walked up to the buzzer of the old apartment she had lived it. She pressed the button and waited for the voice on the other end to speak up. "Yeah, who's there?"

Perenna bit her lip nervously. "It's me, Harry, Perenna."

"Oh, what are you doing here?" Surprisingly, the question wasn't filled with spite like she thought it would be.

"I, uh, came to see you." Perenna replied. "No tricks, or anything, I really just wanted to come and see you."

There was a pause, then, "…sure, come on up."

Perenna waited for the buzzer to open the door and went into the lobby. She headed for the elevator and decided to enjoy this small luxury, as walking up the stairs was a bit tiring now. It seemed her stamina had tuned down the energy she wasted while running.

No, she couldn't start thinking about the uses her spider powers had. Even though they _were_ very useful at times-

No! Stop thinking about that!

Perenna shook her head and opened the elevator door once it arrived at the right floor. She walked down the hall to her old apartment and knocked. When Harry appeared in the doorway, she couldn't help herself. "I miss you." She said and restrained herself from hugging him.

She'd left _him_ after all.

_'Great, now _I'm_ starting to think like we were together.'_ Perenna thought sardonically.

"Then why'd you leave?" Ah, while Harry might not seem spiteful, he was still suspicious.

"We needed some time apart." Perenna tried to answer as honestly as she could. "You were starting to get angry with me because of Spider-Woman, and I didn't want anything to happen like at the party before."

Harry didn't speak as he moved aside to let Perenna into the apartment. "I was drunk; I didn't mean to push you."

Perenna noted that he didn't add how he didn't mean to say those things to her either, though she supposed that since he had been drunk it stripped him of the inhibitions that kept him from saying what he _really_ wanted to say. And now that she knew what the problem was, she was sure that she had done the right thing. "I know you'd never hurt me."

They both sat down on the couch, and Harry spoke up again. "I read that the Bugle was saying Spider-Woman had given up, her costume was even tossed."

"Oh." Perenna replied trying to keep her voice casual. "Then that means you can take the bounty off her head now, right?"

"Wrong." Harry said flatly. "She's still out there, and alive. Not until she's dead will I give this up."

"Dead?" Perenna repeated in disbelief. "I thought you'd want her in jail."

"No, I want her dead." Harry stated darkly, then he easily lightened his expression. "Sorry, I'm sure you didn't come here to be depressed."

"I actually came here to see how you're doing." Perenna said earnestly.

"Fine." One letter syllable, and yet it killed that line of questioning as to how he was. "How are things with your boyfriend?"

"He's not my boyfriend." Perenna replied realized how that sounded, especially when Harry raised a questioning brow. "Uh, what I mean is that we've only gone on like, two dates, it might be a little early to start thinking about being boyfriend/girlfriend."

"So if I asked you out right now it wouldn't be considered cheating huh?" Her friend questioned.

Perenna shook her head. "No, not _technically_, but I know you'd never ask me out, I'm your _sis_ remember?"

"Right." Harry muttered. "Maybe sis sounded nice in high school, but now…"

Perenna's cell went off and she excused herself for a moment. "Hello?"

_"Perenna, it's me."_

Perenna felt her breath hitch. "Hi, Aunt May." She said softly. "I…I uh, um, is there something wrong?"

_"I just got a call from the police station about Uncle Ben."_ Aunt May replied. _"I would like you to come with me."_

"Yes, of course I'll come with you." Perenna replied still talking softly. When she said she'd be right there, Perenna ended the call and went back into the living room. "I have to go, it was my aunt."

"Is there something wrong?" Harry asked.

"No, at least, I don't think there is." Perenna answered. "Anyway, it was nice seeing you, but like I said, gotta go." She said rushing out the door and headed for the elevator.

* * *

><p>When she arrived at her aunt's home, she found the woman waiting inside at the table. She tentatively approached her. "I'm here Aunt May." She noticed a few boxes stacked in the living room. "What are these for?"<p>

Aunt May, who was wearing her long coat and hat, got up from her chair. "I decided a few weeks ago to move on; I've already found a small apartment to move into." She answered grabbing her purse.

"Why didn't you say anything? I could help you know." Perenna questioned gently.

"I'm quite capable of taking care of myself." Aunt May replied shortly, but didn't seem angry with her, more like she feeling as awkward about meeting like this as Perenna felt.

They were silent as they headed out to the car and Perenna drove it into the city. "Uh, so is someone helping you?" she asked awkwardly.

"Yes, Henry Jackson from across the street is giving me a hand…and I'm giving him 10 dollars too." Aunt May said, and Perenna felt the air become less tense. "He's grown quite a bit."

"Really?" Perenna asked softly.

"Yes, funny how much can change in a year." Aunt May replied. "Eight years old and already has great ambitions."

Perenna made a non-committal sound and decided to broach the subject they were avoiding. "About my last visit…" her voice faded with each word until she had trailed off.

"Pish-posh, we needn't talk about that." Aunt May reassured her. "It's water over the dam or under the bridge, or wherever you like it." She continued lightly, and then her voice turned serious. "But you made a brave move in telling me the truth. And I'm proud of you, and I thank you for it, and I…I love you Perenna."

"I love you too Aunt May." Perenna returned with a strengthened voice.

When they arrived at the police station, they were directed to Captain Stacy's office. They both sat down in the two chairs in front of the desk as the police captain. The man was carrying two folders and opened one to show the squirrelly guy Perenna had watched get taken out by his own hand.

"Originally, we had thought that this man, Dennis Carradine was your husband's killer," he began saying to the elderly woman, "…we were wrong."

Perenna's head snapped up, as Aunt May said, "What?"

"Turns our Mr. Carradine was only an accomplice." Captain Stacy replied. "The actual killer is locked up in Rykers." He opened a new file to show a man with craggy features. "His name is Flint Marko, he's a small-time crook who's been in and out of prison. Evidently, he confessed his guilt to a cellmate, and we have a couple of witnesses who will corroborate the story."

"Will you put these photos away please?" Aunt May asked gently.

"Why are we just being told this now?" Perenna snapped the change being a sharp contrast as to how she'd been acting since they'd arrived. "Are you saying that you've known this for a year and we weren't informed _then_?"

"Perenna!" Aunt May chastised.

The brief fire that seemed to have flared up in Perenna died back down as she slumped in her seat. "Sorry, it's just…" she trailed off, not really sure how to say how she felt about this. She was feeling all kinds of guilt and anger at the moment though. She shook her head dejectedly and got out of her seat. "You can finish talking to the captain; I'll be out in the hall."

* * *

><p>Perenna was lying on her stomach on her bed as she stared down at the floor, her mind whirling. After she'd dropped Aunt May off, she'd excused herself, not wanting the fragile rebuilding of their trust to crumble.<p>

And she was sure being a downer would only make her crash and burn.

All this time someone _else_ had killed Uncle Ben and she'd chased down the wrong guy that fell to his death because he'd tripped? That was like a slap in the face. She knew it was ridiculous to feel guilty, the guy wasn't innocent and she hadn't killed him, but it was like she had an inborn guilt complex that had always been with her and _hadn't_ appeared when she'd become Spider-Woman.

Perenna brushed a hand over her hip, feeling the bump beneath and a flicker of doubt came to mind. All she had to do was take the chip out…

The door to her apartment knocked and it broke her out of her thoughts. "Come in."

The door opened and Ursula came halfway in. "Hi."

"Hi." Perenna greeted back.

"I, uh, saw how down you looked and was wondering: would you like a piece of chocolate cake?" Ursula asked nervously.

Perenna blinked at the question, but she did feel kinda hungry. "Sure, that would be nice." She said as she rolled over and sat up on the edge of her bed. "I'll come and get it."

"No, that's okay, I'll get it for you." Ursula replied and moved out of the room.

Perenna's head lolled to the side curiously as her, no not _her_ cell started to ring. She picked it up and was even more surprised by who was calling her. "Hello?"

_"Perenna, it's MJ. Aunt May told me about what happened at the police station. I'm worried about you."_

"Don't be. I'm fine." Perenna answered just as Ursula came back and she put her hand over the speaker. "Thank you."

"You're welcome." Ursula replied smiling as she quietly shut the door behind her.

Another thought occurred to Perenna at that moment. "Wait a second, how did you get this number anyway?"

_"Your aunt told me-and don't change the subject. I'm calling because I care about you."_

"Your concern is noted." Perenna replied dryly. "But seriously, I'm fine. The guy that killed my uncle is in jail, and he's not gonna be getting out anytime soon, so I have absolutely no reason to be…not well." She added. _'No reason to feel guilty._' She amended silently. "The only thing I should be worrying about is whether or not you'll want me at your wedding."

"_You're really behind this, aren't you?"_ MJ sounded almost surprised.

"Why wouldn't I be? I've known for a while now that my crush on you was just that, a crush, and you deserve to be happy." Perenna replied soundly. "So if you found that special someone you wanna be with, I really am happy for you." She added sincerely.

The pause lasted too long and Perenna briefly wondered if MJ had hung up. _"Thank you, Perry. You're a…good friend._"

Perenna smiled ruefully, but it was a smile nonetheless. She pushed the unpleasantness of what she had learned at the police station out of her mind. "That's what I'm here for."

* * *

><p>AN: The police station scene may seem familiar, but since the third movie revision is going to be different with the basic movie plot still in the story, I thought I'd add in some foreshadowing.


	9. Chapter 9

At the Science laboratory of the university, a grad assistant came walking by the un used spider lab that and upon noticing the door was open, walked back to close it, only to see that that there's something hanging in the room.

She turned on the lights and sees that it is cables dangling loose, but her attention shifts more urgently to the prone form in the rig. "Dr. Octavius?" she called, and upon seeing the strange fluid seeping from the machine-flesh interface, she went for the phone and punched in a code. "This is Gretchen McCord, in the old Spider Research Lab, I need help; I need doctors, a lot of doctors."

Soon a team of doctors rushed along the hall, wheeling along equipment and gear. They take the unconscious man out of the rig and turn one of the tables into an impromptu surgery table, the doctors wearing mirrored eyeshades and using laser instruments.

"Jesus! Look at his tissue!" One doctor exclaimed. "It's changing so fast you can see it."

"His autoimmune function is breaking down completely." Another doctor observed.

"The Rig's like a parasite…that's going to kill its host." A third doctor said grimly.

"Unless we kill him first by trying to remove it." The fourth doctor added gravely.

After a moment of indecision and a small argument, the doctors agree that the man has more chance of survival if they remove the 'pods immediately. "All right. Come one." The third doctor finally said.

Going unnoticed, one of the 'pods stir and toke in the situation. It sees the doctors take up their instruments and sends out a pulse straight into Otto's nervous system, going up his spine and into his brain, where a soft feminine and muffled voice says,

_Wake up Otto._

The man's eyes snap open. "I'm awake." With a sudden jerking movement, the 'pods come back to life, flailing and lashing, and within seconds he's surrounded by bodies, and bleeding himself because one 'pod had accidently cut him.

Flexing, the 'pods begin moving again. One 'pod cleans the cut with a swab, another secrets an ointment, a third radiates a heating light, and the last one pours him glass of brandy. He knocks the last one away with a sigh.

"Alright. System report." He continued. He listens to the feminine voice murmuring in his head and he winced. "Jesus, that's disgusting. How long do we have?" he listened some more and came to a conclusion. "I'm gonna have to try the prototype parity chip." He muttered and went over to the tray he left it on previously.

Only to find that it wasn't there.

"Spider-Woman! She stole it-or Parker stole it for her." Otto said and listened to the voice again. "No, no time to finish a new one, that's why I said to use the prototype, because it's the only one that _finished_." His voice thickened as he added, "We need to find another means of attaining system equilibrium."

He opened up one of the now dead doctors portable lockers and pulled out a rubberized scrub jumpsuit. He examines it and the 'pods take it from him before going to work on modifying it the back so the 'pods can fit through it.

He was ready to walk over to the door when he caught his reflection in a metal surface and saw the octopi shapes that had formed again in his eyes. He picked up a pair of eyeshades and found that they darkened at touch.

Darkening the shades enough so that his eyes are unnoticeable, Otto looked back at his reflection. "Not bad for a dying man. Now, it's time to pay our_ friend_ a little visit…"

* * *

><p>"Wow, these are amazing." Perenna said in awe as she looked at her headshots and the serene expression her picture self was giving. She'd checked her cell before looking at the photos and knew that she still had time to spare to get to the modeling agency to make the appointment she'd made.<p>

"Well, I can't take all the credit; all I really did was make something great even better." Eddie replied cockily and Perenna blushed.

She looked over the photos again and boldly kissed him on the mouth. "Thank you." She breathed before leaving the apartment.

Perenna took out the address of the building she was going to and after hailing a cab, directed the cabbie on where to drive. Her hand brushed against the wedding invitation she'd received in the mail and her mind wandered to the 'plus guest' addition.

Would Eddie have minded coming to a wedding with her? She'd call him after her classes and ask him them, as asking him _now_ would have taken up time and made her miss the appointment.

That and the fact none of her friends and family had even _met_ Eddie yet. And this seemed like a perfect event to introduce him to her friends and aunt too.

Her thoughts were broken when the cabbie pulled up to the agency and exited after paying him. She went into the building and walked up to the receptionist. "I'm Perenna Parker; I'm here for my appointment."

"Down the hall and to the left." The receptionist drawled in a bored tone.

Perenna raised a brow before following the instructions. She knocked on the door and went in to see a black-haired man on a computer. He looked up and gestured for her to sit. She said nothing as she waited for him to speak first.

"Do you have any idea as to what being a model entails?" The man asked seriously. When Perenna shook her head, the man sighed. "Being a model's more than just standing there and looking pretty, it's about commitment. You wanna do your best as the people are gonna be seeing your face up on billboards. Do you understand what I'm getting at?"

Perenna blinked in surprise. "I…I think so."

* * *

><p>MJ walked cautiously into the director's office before the rehearsal started. "You wanted to talk to me?"<p>

"Sit down." The director said and slid a box of mints across the desk.

"No thank you." MJ said politely.

"Take one." The director insisted. "It's a proven fact that it's harder to cry if you have a mint in your mouth."

"What is-" MJ cuts herself off as she realizes what is going on. "I'm being fired aren't I?"

"The reviews say so. Overall though, it's not you. It's the show. It's not the best fit for you." The director replied.

MJ stared in shock before nodding and rising out of her seat. She paused and looked back. "Can I ask you something? Do you think I have any talent?"

"Talent? Yes, and guts. Looks too, if you don't mid me saying, but-"

"But what?" MJ asked.

"Nothing." The director replied.

"Come one, you'll be doing me a favor." MJ persisted.

"You seem to have a hard time opening up." The director responded. "Really connecting to the audience. There's something broken way down inside of you that you don't want to let out. Most people don't, but actors have to."

MJ nodded silently as she exited the office and the theatre. She grabs her cell out of her purse and looked through the numbers before settling on the second one. She waits for the other line to be picked up.

_"Hello?_"

"Hi, Perry, it's MJ. If you're not busy right now I'd like to talk to you." Here she decided to revise that. "I just really need to talk to someone."

_"Sure. You wanna talk over the phone or in person?"_

"In person if you don't mind."

* * *

><p>CLUNK!<p>

Harry rolls over on his bed, still asleep in broad daylight. He hears another clunking sound and his eyes open up. He sits up as he hears yet another clunk and stares at the titanium shutters.

He jumps as the shutters are ripped open and Otto step in, the alarms beginning to scream. "I don't have time to waste, Osborn. I need money. Lots of it. Quickly, and well-equipped laboratory." He takes a small envelope out of his pocket and holds it out to Harry. "That's my Christmas list, Santa. Account numbers, suppliers, the address I want it sent to." He grinned. "I'm going free-lance."

"Are you nuts?" Harry pointed to the window. "You trashed five million dollars' worth of bomb shielding. What the hell's your problem?"

"We must achieve system equilibrium. Otto can't survive in this immediate state." The other man replied.

"Otto can't?" Harry questioned curiously.

"I need Spider-Woman." Otto said changing the subject. "I need her body." Then realizing how that must sound, quickly revised it. "Not all it, just her immune system. Well, and her spine. And all of her bone marrow."

"Her spine?" Harry asked in disbelief. "She has one?"

"All you need to know is that in return for your corporate support for this procedure…I guarantee you that the transition to the next level of human evolution will, unavoidably, _kill_ Spider-Woman." Otto explained and heard the sound of running feet. "Think it over, Junior. What would your father want you to do?"

"Mr. Osborn! Mr. Osborn!" The security guards outside the apartment door shouted in alarm.

Otto tossed the envelope to Harry before turning to leave, though Harry makes a rash, quick decision. "You find Perenna Parker, and she'll tell you where the Bug is and you'll get everything you need."

"Parker?" Otto questioned with the barest amount of surprise before jumping out the trashed window.

"Don't hurt her!" Harry yelled after him just as the security broke through the door to the apartment.

"Mr. Osborn! Are you alright?"

* * *

><p>Aunt May is finishing tapping the last box shut and hears the doorbell ring. She walked over to the door, wondering who it could be. When she opened the door she saw a young man wearing a trench coat and shades. "Yes?"<p>

"Excuse me, I'm looking for Perenna Parker." The man said.

"She isn't here. Are you a friend of Perenna's?" Aunt May questioned.

"We share a hobby." The man said.

"What hobby is that?" Aunt May questioned.

"Spider-Woman."

Aunt May nodded. "Spider-Woman, one look at you and I should have known.

There's a whirring sound coming from the trench coat, as the man wraps his hand around Aunt May's neck. "Please, ma'am, tell me where she is. It's very urgent!"

Knowing that this man probably intends to hurt her niece, a swell of anger rise in the old woman. "I haven't see her since I threw her out! I don't know where she lives and that's the truth!" she was lying of course, on both accounts, but she wasn't about to admit that. "Now I'll thank you to take your hand off me!"

The man retracts his hand in surprise, before recovering. "We will find Spider-Woman, we will flush her out."

"You do that." Aunt May said curtly. "Just leave Perenna alone."

The man didn't reply as he left.


	10. Chapter 10

"Hi." Perenna said sitting down on the opposite of MJ at the table she was at.

"Hi, surprised?" MJ questioned.

Perenna smiled. "Eh, sorta." She shrugged. "How are you and John doing?"

"Good." MJ replied softly.

"How's your career going?" Perenna asked innocently.

MJ cringed at that. "Um, that's what I wanted to talk to you about. First off though, how's _your_ career going?"

"Great." Perenna beamed. "I just got out of an interview and I got a job."

"That's great." MJ struggled to smile at her friend. "What kind of job did you get?"

"A model." Perenna actually blushed. "Me, a model, this is amazing. And you?"

MJ's smile dimmed. "I...I got fired."

Perenna's own smile faded and she winced. "Oh, uh, you'll get another job, you're…uh, you got…talent." She said weakly. She really sucked at this whole 'pep talk' thing didn't she? "Well, those guys were crazy for firing you; I _know_ you'll get another job."

MJ's smile brightened from the praise. "Thanks."

There was an awkward pause before Perenna rubbed the nape of her neck. "Well, it was nice to see you again, so, uh, I'm gonna go." She said sheepishly. "Oh, and Harry's fine." She doubted that was _actually_ true, but she was trying to be optimistic.

Not too far away, Otto was feeling distinctly morose. His search for the brunette was taking longer than he'd expected. He hadn't intended for the old woman to actually get him to _leave_, he'd just intended to scare her into telling him where Parker was. That backfired spectacularly.

How long was it going to take to find just one woman?

By chance, when he looked around periodically as 'chance' had more percentage of finding her than actively trying to track her down. It was a primitive method and illogical, but considering how evasively Parker was proving when he was _actively_ trying to find her, this may be the right method to use.

And wouldn't you know it; he saw her sitting at a table in a diner with a red-haired girl. The brunette was facing the window and she didn't seem to have noticed him. Otto thought back to the first time he'd met the girl and how she'd left abruptly, saying she had a date, and had never _explicitly_ stated she was meeting a guy.

He assumed that this redhead was Perenna's girlfriend and he could use this to get her to tell him where Spider-Woman was. He casually walked into the diner and over to the girl. "Parker, what a surprise." He said coolly.

Perenna looked up and though there was momentary surprise on her face at his outfit, she smiled. "Hi Otto. Uh, MJ, this is Otto Octavius, and this is Mary Jane Watson." She introduced them both politely.

"Miss Watson." Otto said keeping his cool demeanour before looking back at Perenna. "Parker, I believe you took something from my lab that didn't belong to you for a certain…_someone_ shall we say."

Perenna's eyes widened as she tried to keep the guilt off her face. "Um, I don't know what you're talking about." She said weakly.

"Oh, I think you do." Otto retorted. "But if you're going to continue trying to deceive me, then you give me no other choice." He looked back at MJ with a genuinely apologetic expression. "I'm sorry."

MJ looked confused. "For what?"

"This." One of the 'pods shot out from the trench coat and grabbed MJ at the waist, her shrieking making other patrons jump in surprise. Perenna jerked back and another 'pod opened and grabbed her at the neck.

"What do want?" she gasped clutching at the 'pod and wondered what it was with people aiming for her neck.

"I want you to find your friend Spider-Woman. Tell her to meet me at the Westside Tower at 3:00." Otto replied.

"I don't know where she is." Perenna lied weakly.

"Find her, or if you insist on lying some more, I'll peel the flesh off your girlfriend's bones." Otto hissed.

Perenna flinched, though she merely assumed that by 'girlfriend' he simply meant that she was her friend. "If you lay one finger on her-"

"You'll do what?" Otto interrupted smugly before throwing Perenna back.

Perenna another table and it was crushed under the weight of the throw and she cringed as she blacked out for a moment and when she came too, she found that most people were scrambling to get out and when she looked at the clock, she saw she only had 2 hours to rescue MJ.

Perenna got up gingerly and her hand brushed against hip. The thought that putting the chip under her skin was a bad idea once again reared its head and she didn't stop it from overruling her thoughts. At first it sounded like a good idea; clean and backlash free.

On paper it sounded good, but once she actually did it, she had slowly realized how things would _always_ come back to making Spider-Woman save the day. She knew that she could mope about never having a normal life, didn't mean she had to go through with it.

Only know did she realize how stupid this decision was.

She also realized that she had thrown away her spider suit, though in her defence she thought she'd never need it again.

Perenna wobbled the first few steps and she walked over to the barista, who looked to be frozen in shock. "Hey, do you have pliers or something?"

The barista shook herself and pointed over to the store across the street. "Over there, they got all kinds of stuff, you might find it there."

"Thanks." Perenna replied and wobbled out of the diner, her steps becoming steadier as she headed over the store and after buying a set of pliers; she ducked into an alley and leaned against the wall on the other side of a tall dumpster. She gritted her teeth as she pushed the pliers under her skin and almost blacked out again when she dug the bloody chip out. She took her jacket off and held it against her hip to stop the bleeding.

The aches she was experiencing started fading and she let out a sigh of relief. She waited a few moments before pulling back the jacket and looking at the cut. It didn't look bad and seemed to be healing. She hoped it healed quickly and left the alleyway, thought she mournfully tossed her bloody and ruined jacket into the dumpster after taking the cell phone out of the pocket.

She was really going to miss that jacket, but doubted that the bloodstains could be removed so easily.

Still, not trusting herself enough to make it to the Bugle-she'd seen her costume hanging on the wall of the editor's office like some kind of trophy-and get back her costume. Would it really be stealing if she was getting back what was hers?

No. Or at least, that was what she was telling herself as she hailed a cab.

* * *

><p>Perenna made it to the top of the Bugle building, peering in through the skylight as she opened it and webbed her costume out, leaving one of her cute little notes webbed in its place before booking it out of there and she could faintly hear Jameson's yelling.<p>

Despite the grim situation she was, she couldn't help but chuckle at the yells.

Perenna landed on the next skyscraper building top over and changed into it, leaving her clothes neatly folded in a crevice in the cement so no one would steal them, however unlikely it would be with how high up the building was. But it never hurt to be careful.

Speaking of careful though, the newly 'revived' Spider-Woman thought as she swung toward the Westside tower, this 'meeting' had 'trap' written all over it. She _knew_ it was a trap, but Otto had MJ and she couldn't let her friend get hurt, not the day before her _wedding_ no less.

She arrived at the building at 3, the worse for wear looking man gazing at her in apathy. "Where is she?"

"She's fine, why don't we have a little chat." Otto replied coolly and one of the 'pods tried to grab her.

Spider-Woman jerked out of the way before she tackled him head first and they both fell off the building. They hit several buildings on the way down, punching and clawing at each other until they hit the roof of the passing train beneath them.

Otto stood back up first. "Come on." He challenged.

Spider-Woman pursed her lips before getting back to her feet and trying to web him, though one of the 'pods cuts through it and another tried to hit her. She knocked it away before taking the advantage and leapt forward, punching him square in the jaw. Otto flew back, but one of the 'pods shot out and grabbed a hold of one of her feet, making her lose her balance and dragged her back with them.

The 'pod slammed Spider-Woman against the window of the train, shattering it and she heard the people inside scream in surprise. She was pulled back up and slammed back down onto the train top, denting it.

"Not bad for a couple of freaks." Otto remarked.

Spider-Woman groaned as she got back to her feet, the wind brushing her hair into her face. "Speak for yourself."

"I speak for us both. You have the greater power-power I need." Otto replied. "But I have the strength of knowing what I am. I embrace my freak nature. I revel in it; you will always be fighting against it...that is why you will lose this battle." He added before one 'pod struck her back down again before heading to the front of the train. "Now," he said as another 'pod shot into the front of the train, pulling out with the brake lever and tossed it at her, "I believe you have a train to catch."

Spider-Woman stared at the man as he gave her a mocking salute and jumped off the train and onto the building by it, the 'pods digging into the concrete to keep him from falling. Her spider sense showed her that the track the train was on wasn't complete and as the train speeded past the station faster than it should go, she headed to the front and looked into the front cart at the frantic old man engineer.

"Help! I can't stop it, the brakes are gone!" he shouted over the roar of the wind.

Spider-Woman jumped down to the front of the train car and thinks for a second about trying to plant her feet against the tracks, but thought better of it before holding out her hands and launching several webs at the buildings. The webbing snapped though.

"Any more bright ideas?" The engineer snarked.

"Yeah, I got a few." Spider-Woman replied, though she was practically lying through her teeth; she only had _one_ idea left.

She launched web line after web line at buildings on either side of her, only stopping the webbing and grabbing onto it when she was sure it'd be enough. The force pulled her against the train car, the windows smashing and the metal denting as it was pushed in by the weight. Spider-Woman saw the cut off track coming up, and her arms felt like they were about to be pulled clean off. She finally felt the train slow down, and once she was sure it wasn't going to continue, she let go of the webs.

She felt so tired, that she staggered as her body fell forward and she passed out. When she came to, she was on the floor of the train car, people surrounding her, most of their faces filled with awe or gratitude. Her hand went up to her face, fearing that her mask was gone, but sighed inaudibly in relief that the fabric was still there.

She tried to get up and two of the people graciously helped her stand. There was no call for her blood to get the money, just gratification, and she remembered now _why_ she liked being a superhero.

The moment was broken by the front of the train car being pulled off and Otto appeared in the entrance. "She's mine!"

"You want to get to her, you got to go through me." Someone said and Spider-Woman started at that.

"And me." Another said.

"Me too." A third said and people started to block her from view.

Otto stared back at them. "Very well." He said calmly and two 'pods weaved through the people and pushed them against the sides of the train. A third shoots out and knocks Spider-Woman clean out cold and picked her up, leaving the train without a word before taking a cell phone out of his pocket and punched in a number.

"_What_?"

"Your father's soul will soon rest in peace, Mr. Osborn. Meet me at the pier."

* * *

><p>AN: Reason for the fact Spider-Woman wasn't unmasked in the train sequence was that her mask wasn't full length and she had no reason to take it off or have it removed.


	11. Chapter 11

At a riverside pier building, Otto walked past MJ, who was tied up to a support beam, and strapped Spider-Woman down on an extraction table for the procedure. Outside, a limo pulls up and Harry got out before walking into the building nervously.

He stared in confusion at the redhead. "MJ, what are you-"

Otto turned back around as he finished strapping the brunette down. "Hello Harry, I guess you've been waiting quite some time for this moment, hmm? Certain worth selling out Parker I'm sure."

MJ stilled and looked over at Harry. "_You_? You sent him after Perry?" she questioned outraged. "I thought she was your best friend?"

"She is!" Harry snapped back. "You didn't hurt her, right?"

"No." Otto replied drolly. "I didn't." he added as one 'pod holds Spider-Woman's head up and another cleans the back of her neck, the same 'pod them producing a wriggle of small steel spines and miniature 'pods, heading towards the woman's neck.

"Don't do this!" MJ shouted hoping to stall for enough time or to get the unconscious woman to wake up. "You don't want to do this."

Otto paused as the 'pod stopped momentarily. "There's no way to avoid this. We only need pieces of her, but they're rather crucial pieces." He looked over at Harry. "If we could have taken what we had needed without killing her, we would have, but alas-" he stopped again and he grimaced. "No, that's not really true. We're looking forward to her death as her making Parker steal my parity chip has caused _my_ death." He hissed.

Spider-Woman felt the 'pod holding onto the back of her mask and her spider sense showed her the 'pod getting dangerous close to her neck. That snapped her into action as she busted out of one of the restraints and grabbed a hold out of the 'pod.

The sudden awakening of Spider-Woman caught Otto off guard. "What!" he yelled before she threw him over her and he hit the wall.

Seeing that this wasn't going the way he'd hoped, Harry ducked out before Spider-Woman could see him.

MJ stared in shock as the woman looked at her in concern. "Are you okay?" she asked.

"Perenna?" MJ questioned.

The unmasked woman put a gloved hand to her face and realization crossed it and a look of horror as well as she looked over at Otto and saw the red mask detailed in black web lines in the grip of the 'pod that was holding her mask.

"Aw crud." Perenna muttered and proceeded to web her mask out of the 'pod's grip and break the rest of the restraints she was in. She slipped the mask back on before sprinting over to MJ and started to break the chains holding the redhead to the beam.

"Um…so…" MJ tried to begin.

"Let's talk about this when we're not in danger, how's that sound?" Spider-Woman snarked and broke the final chain that freed MJ. "Now hurry and get out of here-ahhh!" she shouted as a 'pod grabbed her and slammed her back against the wall as Otto stood up.

"Let's see you scurry out of this." He said as the 'pod started to choke her and MJ saw a lead pipe laying on the ground by other pipes.

Spider-Woman grasped at the 'pod and tried pulling it away from her neck but when she saw MJ quietly coming over and raised the pipe, she decided to use the distraction to escape. The pipe is knocked away and MJ is sent sliding across the floor. Spider-Woman grabbed the 'pod and slammed the man against the wall and gasped in relief when the claw came off her.

"Get out of here!" she exclaimed pulling MJ to her feet.

"What about you?" MJ asked.

"Don't worry about me, just worry about yourself." Spider-Woman snarked again. "You have a lot to live for, so don't waste it just standing around. Now go."

MJ looked at the woman and gave her a quick hug and a "Be careful" before heading out of the building.

Spider-Woman had a brief reprieve before her spider sense showed her a 'pod aiming straight at her head. She grabbed the 'pod at the last moment and threw Otto against the support beam, the beam starting to crack and it going up to the ceiling, sending loose debris down around them.

"If we can't kill you before we die, then we'll take you with us." Otto hissed as the four 'pods crushed the beam, making the rest of it come crashing down into the floor and through it to the river beneath.

The building started to crumble in on itself and Spider-Woman had to dodge the debris and the 'pods still taking shots at her. The woman tried to jump away when one 'pod clasped her foot and threw her through another beam, bringing it down. She rolled out of the way and tackled Otto after dodging the 'pods and they went falling through one of the gaps in the floor and hit the water.

Spider-Woman resurfaced with a gasp before two hands wrapped around her neck and brought her back under the water. She looked through the lenses of her mask at the man who was looking more like his namesake than before. Spider-Woman punched him and kicked him away from her, avoiding the 'pods that took another jab at her before swimming up to the surface.

She surfaced just to look up and see another beam crashing through the floor and she swam to the side to avoid getting crushed. She looked up to see that she was out of the way, but she heard another splash and looked back just as Otto came to the surface but flinched when the beam came straight down onto him.

The shockwaves in the water sent her floating through the water and she swam to shore. Spider-Woman clung to the wall of the pier and crawled up it and sagged to the ground, her shoulders hitching as she breathed heavily in relief.

MJ had watched the building cave in and a few minutes later she noticed a red and blue form collapsing onto the ground after crawling up the pier wall. She sprinted over and knelt down beside her. "Perenna? Do you need any help?"

Spider-Woman lifted herself off the ground and shook her head. "Just needed a moment to gather my wits, that's all."

MJ still helped the woman stand. "Where's Otto?" Spider-Woman didn't answer. "Oh."

"Yeah, oh." The brunette replied flatly the image from a year ago of watching someone die in a fight with her forcibly make itself to the fore front of her mind. She shuddered, but made a flimsy excuse to cover it, "The river's really cold and I should get you home, huh?"

MJ shook her head. "No, while you were in there fighting Otto I found a payphone and called the police." She said. "The police should be here soon, I'll just get ride home with them."

"Okay." Spider-Woman nodded. "Until they _do_ get here though, I'll wait here with you." She added.

"That gives us the time to talk, huh?" MJ questioned as she led the hero to a crate to sit down on.

Spider-Woman would have preferred not to talk about this right now, but knew she would _have _now that her friend knew her secret. "Yes, it's time to talk." She agreed softly.

"How long have you been Spider-Woman?" MJ questioned.

"A year, since senior year actually." Spider-Woman replied. "I _wanted_ to tell you about this, but…I didn't want you to get hurt." She smiled bitterly. "Guess that worked out huh?"

MJ grimaced at that, but before she could retort, the sirens sound off, continual growing nearer. "I'll see you at the wedding tomorrow, right?"

Spider-Woman smiled. "Yes, you will." She reassured her before jumping and swinging off to retrieve her clothing, and then headed home. When she had returned home, she grabbed her cell phone and dialed the number of her…boyfriend. And she used that word tentatively.

_"Hello?"_

"Hi Eddie." Perenna greeted lightly. "I was wondering if you were doing anything tomorrow."

"_No, why?_"

Perenna smiled, even though it couldn't be seen. "Do you want to go to a wedding with me tomorrow? It's for one of my friends, and there will be food." She added and cringed. "Though if you don't want to go, I'll understand."

There was a thoughtful pause on the other line._ "Hmm, sure."_ He said._ "You know though, I don't think I've even met your friends yet."_

Perenna chuckled. "Well that will change tomorrow. Wear a tux, or something of the like."

* * *

><p>Perenna stared at her hair in the mirror, pinning back the waves the braid she had done her hair in the previous night in with bobby pins. Her dress was the one she had worn to the planetarium and as she put another jacket over it, her thoughts retreated to the fact she had joked she'd never be wearing this dress again.<p>

She laughed sardonically to herself at this. _'Guess I was wrong_.' She thought leaving the apartment and headed down the stairs and into the cab she'd called beforehand. She looked out the window as the buildings past, and she thought about how different she felt. She hadn't felt exhausted, but she _had_ slept more soundly and the ache of getting beaten up was gone. Well, _mostly_.

The cab pulled up to Eddie's building and she went up to his apartment. She knocked on the door and when he opened the door, he was wearing a tux. "You look good, how 'bout me?"

"You look…great." Eddie replied and held out a hand. "Are we taking a cab, or something?"

Perenna accepted the gesture as they walked toward the elevator. "Yes, we're taking a cab."

The drive to the church hadn't taken long and they had seen their 'boss' and his wife in the front row, making them sit somewhat in the back with Harry and beamed at him, taking off her jacket in the process. "Hi Harry, this is Eddie."

"Nice to…meet you." Harry said somewhat grudgingly as he held out his hand.

Eddie accepted it. "You too." He said with the same amount of bite in his voice.

Perenna watched in confusion as both men let go of their hands. "You guys okay?"

"Yes." They both said and the music started.

The wedding went by in an orderly fashion and the reception was filled with congratulatory for the happy couple. Perenna pulled Eddie over to her aunt and gave the old woman a hug. "Hi Aunt May, this is Eddie."

"Nice to meet you ma'am." Eddie said.

Aunt May nodded. "So we finally meet."

Perenna laughed, before spotting Jameson nearby. "Eh, come on Eddie, I want you to meet MJ." She said and they went around their 'boss' unnoticed and met with the redhead. "Hi MJ." She said hugging her friend. "How does being married feel?"

MJ smiled. "Ask me in a week and I'll tell you." She said chuckling.

Perenna blushed and laughed nervously. "Um, uh-"

"Parker! Brock!"

Perenna looked back to see Jameson walking over to them, and looked back at Eddie. "He only needs one of us." She clapped him on the shoulder. "You're it." She said before ducking out onto the path outside the building.

"You okay?"

Perenna blinked and looked over at Harry, who had also come outside. "Yeah, I'm okay." She replied. "Jameson showed up and I ducked out before I was told to take pictures of this."

"Smart move." Harry retorted and chuckled.

Perenna shook her head before looking up at the sky, thoughts reflecting through her mind. _'It's been one heck of a week. Give or take a few days.' _ She thought_. 'Wonder what my next 'adventure' will bring.'_

* * *

><p>AN: And that's it for this installment.

Before I make the third one, I will be making a 'companion' fic that will take place a year before the third movie to show what happens and why they happen in the third remake instead of just jumping there with no explainable reason and for things to be inexplicably different.


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